Affiliate Agreement

Agreement Definitions
Landicity-Maine LLC – (‘ LANDICITY”); ‘we’ = Landicity-Maine LLC and/or Landicity.com
Landicity-Maine LLC Affiliate Program -- (the ‘ PROGRAM’)
Landicity-Maine LLC – (the ‘ AGREEMENT’)
Affiliate and/or applicant – (‘ you’) and/or Affiliate and/or Applicant URL or link – (the ‘ SITE’)
Landicity Banner, AD and Affiliate Link – (the ‘ Medallion’)

The Agreement is our complete terms and conditions that all parties agree to in order to participate in the Program. This Program provides you the ability to earn revenue selling our products.

We have developed our affiliate program to provide Web site owners the ability to generate revenue using our Medallion. Simply put, when someone purchases online at our site though our Medallion through your link, you earn a commission.

Steps to Enroll in the Program
You complete and submit the application form. We will evaluate your application

• Prior to you application and our approval, you must have and provide us with your active web URL
• We notify you of your acceptance or rejection
• If accepted, we send instructions
• You login to our secure affiliate pages and confirm
• You place Medallion on your site
• You may be terminated without recourse and at our sole your discretion if your site is thereafter determined unsuitable for the Program

Unacceptable Sites
We reserve the right to refuse you for any reason and for explicit sites such as:

• Promote sexually explicit materials
• Promote violence
• Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
• Promote illegal activities
• Promote the use of bulk e-mail or spam
• Otherwise violate intellectual property rights

Links on Your Site
We will provide you with our Medallion with a unique affiliate identification code.

• ­ The Medallion must be used in all pages that generate sales
• ­ You can not hold us accountable for:
• ­ Your failure to properly use he unique identification code
• ­ We are not liable if failure may result in a reduction of revenue earned

Order Processing
­Orders must be by customers who follow the Medallion with your unique code

• Our rules, operating procedures and policies regarding customer orders and accounts apply to orders we receive through the Medallion
• We will be responsible for all aspects of order processing and fulfillment
• We prepare order forms; process payments, cancellations, and returns; and handle customer service
• The form, content, and frequency of the reports may vary from time to time at our discretion.
• Orders failing to comply with any requirements that we periodically may establish will be rejected
• We reserve the right to reject any order for any reason, including any order that does not comply with our rules, operating procedures and policies or that violates applicable law.

Tracking of Sales
Sales are tracked using our Medallion with your unique Affiliate code.

You will be solely responsible for

• ­ ensuring that the Medallion link includes your unique Affiliate code.
• ­ properly formatting code which is required for us to track such sales
• ­ Sales and Earning Statements
  • ­ You have private access
  • ­ Considered correct after 30 day period if you have not notified us to the contrary
  • ­ Errors you or your customers make are your responsibility and not ours
  • ­ the names or other personal information about any specific or group of customers remain private and not provided to you

We are not responsible for any representations made by you which conflict with our policies. You do not have the authority to make or accept any offer of purchase on our behalf. All of our policies regarding customer orders, including product availability, pricing and problem resolution, will apply to these customers.

Our policy remains in effect for all orders.

Any customer buying a product through the Program is deemed to be a customer of Landicity-Maine LLC.

Product Prices and Availability
The price charged for every product sold under this program will be determined by us according to our own pricing policies. Product prices may vary from time to time, including suppliers' price increases and special discounts offered by us on products that may already be listed by you. You may not specify product prices in your descriptions and our policies will always determine the price paid by the customer. Product availability changes frequently and we will endeavor to present our best available information regarding product availability. We cannot guarantee the availability or price of any product.

Referral Fees
Referral fees may be paid to third parties on certain product sales. For a product sale to be eligible to earn a referral fee, the customer must follow a link from your site to our site, select and purchase the product using our ordering system, accept delivery of the product at the shipping destination, and remit full payment to us.

Referral Fee Schedule
You will earn referral fees based on qualifying revenues according to referral fee schedules to be established by us and based around the minimum and maximum prices for items that are available through the program.

Referral Fee Payment
Paid quarterly, about 10 business days after the end of each calendar quarter

• ­Payment sent and based upon sales of qualifying products shipped during that month.
• If your qualified earned payments for any quarter are less than $50 we may hold payments and roll them into the next period for payment.
• If the customer returns a product that we paid you for, we will deduct it from your next quarterly payment. If there is no subsequent payment, we will bill you.
• If earned payment fees are less than $50 for each consecutive quarter, we may terminate the Agreement.

Charge backs and Credit backs
Referral fees earned according to this Agreement will remain payable only if the qualified orders are not cancelled or returned. Final payment to you may be withheld by us and for a reasonable time to ensure all credits, charge backs, or other amounts due us are paid...

While this will not constitute our exclusive remedy - we will not pay any affiliates who have charge backs and credit backs of 7% or greater. Credit back is defined as customers who cancel and receive a credit. Charge back is defined as a refund of payment for customers after the credit card has been processed.

Policies and Pricing
Customers purchasing through Program are customers of Landicity-Maine LLC. Our privacy and all operating policies, procedures, customer orders, customer service, and product sales apply to those customers. Our policies and operating procedures may be changed at any time at our sole discretion.

• prices may change under this Program
• we can not guarantee the product availability.

Limited License
We grant you a non-exclusive, revocable right which we grant express permission to

• use our graphic images and text without modification in any way
• identify you and your site as a member of the Program
• earn referral revenue using our Medallion

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.

Responsibility for Your Site
You will be solely responsible for all development, operation, materials, content and maintenance activities on your site

• ­ The technical operation of your site and all related equipment
• ­ Creating and posting descriptions and links on your
• ­ Accuracy and appropriateness of all materials posted on your site
• ­ Ensuring your site does not violate or infringe upon the rights of any third party such as but not limited to copyrights, trademarks, privacy, or other personal or intellectual proprietary rights
• ­ Your site with all its content, activities and material are not illegal
• ­ You acknowledge and agree to us disclaiming any and all liability for these matters.

­You also indemnify and hold us harmless from any and all claims including, legal fees, damages, and expenses relating to this Agreement and the development, operation, maintenance, and contents of your site.

Agreement Period
This Agreement is executed immediately upon our acceptance of your application.

Either party may terminate this Agreement at any time, with or without cause by giving the other party written (email) notice of termination.

Upon the notice to terminate this Agreement for any reason, you will immediately remove and cease use of all links to our site and all Landicity.com trademarks, copyright, graphics, text, logos, audio, video, photographic and all other materials provided by or on behalf of us in regards to the Program. You must return any and all material and certify you have removed, erased, and eliminated all electronic versions of the material. You will eradicate all material in such a manner that renders it unreadable, unusable, and inaccessible by any person, corporation or entity.

Agreement Cancellation
Either party may terminate this agreement at any time and for any reason by written notice to the other stating such termination.

WARRANTY DISCLAIMER
WE MAKE NO WARRANTIES, REPRESENTATIONS OR CONDITIONS WITH REGARD TO THE PROGRAM OR ANY PRODUCTS SOLD THEREUNDER, WHETHER EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OR ANY IMPLIED WARRANTY ARISING OUT OF COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR SITE WILL BE UNINTERRUPTED OR ERROR-FREE AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS. LIMITATION OF DAMAGESWE SHALL HAVE NO LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF REVENUE OR PROFITS ARISING UNDER OR WITH RESPECT TO THIS AGREEMENT OR THE PROGRAM, EVEN IF WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, OUR AGGREGATE LIABILITY ARISING UNDER OR WITH RESPECT TO THIS AGREEMENT OR THE PROGRAM SHALL IN NO EVENT EXCEED THE TOTAL REFERRAL FEES PAID OR PAYABLE BY US TO YOU UNDER THIS AGREEMENT.

Modification
We may modify any of the terms and conditions in this Agreement, at any time and at our sole discretion.

• You may be notified of modifications via a posting on our site.
• If any modification is unacceptable to you, you must effectively terminate the agreement according to the conditions of the 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
• Modifications may include, but are not limited to referral fee pricing, qualified earned sales, payments, policy, procedures, payment periods, charge back and any other modifications and Program terms.

Parties - Independent Contractor
You and we are independent contractors.

• This Agreement does not infer, 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 or for Landicity.
• You will not make any statement through any means including but not limited to email, audio, video, sign, photo, printed and verbally, what so ever, in any media, that reasonably would contradict anything in this Agreement

Liability Limitation
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

Liability is limited to aggregate total and shall not exceed the earned fees paid, or due to be payable to you according to the Agreement

Disclaimer
We make no express or implied warranties or representations with respect to the Program or any products sold through the Program such as, but not limited to, warranties of fitness, merchantability, non-infringement, or any implied warranties resulting due to performance or use. In addition, we make no representation that the operation of our site will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.

Acknowledgement
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.

Anti - Spamming
Any Affiliate who sends unsolicited email messages promoting their Affiliate Links or Pages or in any other way promoting their affiliation with Landicity.com will be immediately removed from the program. Any Affiliate who repeatedly spams any of the Search Engine indexes will be similarly excluded.

Miscellaneous
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.

Governing Law
This Agreement shall be governed by and construed in accordance with the laws of United States of America, State of Maine, and County of Cumberland. Any lawsuit relating to this Agreement must be brought in the courts located in Cumberland County, State of Maine, USA.

No Right of Assignment
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.

Waiver
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.

Independent Investigation
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.

ACKNOWLEDGMENT AND ACCEPTANCE OF THE TERMS
BY SUBMITTING THIS APPLICATION AND CHECKING THE "I AGREE TO THE TERMS AND CONDITIONS" BOX, YOU ACKNOWLEDGE THAT YOU HAVE READ AND REVIEWED THIS AGREEMENT IN ITS ENTIRETY AND AGREE TO ALL ITS TERMS AND CONDITIONS.