Affiliate TOS Page

AFFILIATE AGREEMENT

PLEASE READ THE ENTIRE AGREEMENT.

YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.

THIS IS A LEGAL AGREEMENT BETWEEN YOU AND STOP SPILLING YOUR SOUP! LLC (DBA DRMAYOSBOOKS.COM, DR. MAYO’S BOOKS, HELPFORTREMORS.COM, STOPSPILLINGYOURSOUP.COM), hereinafter referred to as “Dr.MayosBooks.com, “we,” “us” and “our.” The parties to this Agreement are referred to individually as a “Party,” or collectively as the “Parties.”

BY SUBMITTING THE ONLINE APPLICATION YOU AGREE TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT WISH TO BE BOUND BY THE THESE TERMS OF USE, PLEASE EXIT THE SITE NOW. YOUR REMEDY FOR DISSATISFACTION WITH THIS SITE, OR ANY PRODUCTS, SERVICES, CONTENT, OR OTHER INFORMATION AVAILABLE ON OR THROUGH THIS SITE, IS TO STOP USING THE SITE AND/OR THOSE PARTICULAR PRODUCTS OR SERVICES. YOUR AGREEMENT WITH US REGARDING COMPLIANCE WITH THESE TERMS OF USE BECOMES EFFECTIVE IMMEDIATELY UPON COMMENCEMENT OF YOUR USE OF THIS SITE.

1. Overview

This Agreement contains the complete terms and conditions that apply to you becoming an affiliate in Dr. Mayo’s Books Affiliate Program. The purpose of this Agreement is to allow HTML linking between your web site and the drmayosbooks.com web site.

2. Affiliate Obligations

2.1. To begin the enrollment process, you will need to complete and submit the online application on our website. We may re-evaluate your application at a later time, even though we automatically approve applications. We reserve the right to reject your application at our sole discretion. We may cancel your application if we determine that your site is unsuitable for our program, including content that:

2.1.1 is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, contains explicit or graphic descriptions or accounts of sexual acts (including but not limited to sexual language of a violent or threatening nature directed at another individual or group of individuals), or otherwise violates our rules or policies;

2.1.2 victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;

2.1.3 infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party;

2.1.4 constitutes unauthorized or unsolicited advertising, junk or bulk email (also known as “spamming”), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;

2.1.5 contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party; or

2.1.6 impersonates any person or entity, including any of our employees or representatives.

2.1.7 includes “Dr. Mayo’s Books” or variations or misspellings thereof in its domain name

2.1.8. is created or designed to resemble our website or lead customers to believe you are drmayosbooks.com or any other affiliated business.

2.2. As a member of Drmayosbooks.com’s Affiliate Program, you will have access to your Affiliate Dashboard after creating an account. Here you will obtain instructions about how to download HTML code (that provides for links to web pages within the drmayosbooks.com website) including banners. In order for us to accurately keep track of all guest visits from your site to ours, you must use the HTML code that we provide for each banner, text link, or other affiliate link we provide you with. Through your account login, you will have access to a dashboard that displays total referrals, paid referrals, unpaid referrals, and total payments to date. Payment will be made once per month and can be made via PayPal or by direct bank transfer, as you prefer. You will receive 50% of the net sales price of the e-book sales that are generated as a result of a click on our banner from your website.

2.3. Drmayosbooks.com reserves the right, at any time, to review and approve the use of your links and require that you change the placement or use to comply with the guidelines provided to you.

2.4. The maintenance and the updating of your site is solely your responsibility. We may monitor your site as we feel necessary to make sure that it is up-to-date.

2.5. It is entirely your responsibility to follow all applicable intellectual property and other laws that pertain to your site. You must have express permission to use any person’s copyrighted material, whether it be a writing, an image, or any other copyrightable work. We will not be responsible (and you will be solely responsible) if you use another person’s copyrighted material or other intellectual property in violation of the law or any third party rights.

2.6 You may not use any content from any of our, including Stop Spilling Your Soup!, on your website or in any other way without our express written permission.

3. Drmayosbooks.com Rights and Obligations

3.1. We have the right to monitor your site at any time to determine in our sole discretion if you are complying with the terms and conditions of this Agreement. We may notify you of any changes to your site that we feel should be made, or to make sure that your links to our website are appropriate. If you do not make the changes to your site that we feel are necessary, we reserve the right to terminate your participation in the Drmayosbooks.com Affiliate Program.

3.2. Drmayosbooks.com reserves the right to terminate this Agreement and your participation in the DrMayosbooks.com Affiliate Program immediately and without notice to you if you commit fraud in your use of the Drmayosbooks.com Affiliate Program or should you abuse this Program in any way. If such fraud or abuse is detected, Drmayosbooks.com will not be liable to you for any commissions for fraudulent sales.

3.3. This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated by you or by Drmayosbooks.com.

4. Termination

Either you or we may end this Agreement AT ANY TIME, with or without cause, by giving the other Party written notice. Written notice can be in the form of mail, email or fax. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you.

5. Modification

We may modify any of the terms and conditions in this Agreement at any time at our sole discretion. In such event, you will be notified by email. Modifications may include, but are not limited to, changes in the payment procedures and Drmayosbooks.com’s Affiliate Program rules. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation in Drmayosbooks.com’s Affiliate Program following the posting of the change notice or new Agreement on our site will indicate your agreement to the changes.

6. Payment

Drmayosbooks.com uses Ultimate Affiliate Pro to handle payment processing. Kindly review the network’s payment terms and conditions. Payment will be made once monthly via either PayPal or direct bank transfer, according to your preference.

7. Access to Affiliate Account Interface

You will create a password so that you may enter Drmayosbooks.com secure affiliate account interface. From this password protected site, you will receive your reports that will describe our calculation of the commissions due to you.

8. Promotion Restrictions

8.1. You are free to promote your own websites, but naturally any promotion that mentions Drmayosbooks.com could be perceived by the public or the press as a joint effort. Certain forms of advertising are always prohibited by Drmayosbooks.com. For example, advertising commonly referred to as “spamming” is unacceptable to us and could cause damage to our name, brand and reputation. Other generally prohibited forms of advertising include the use of unsolicited commercial email (UCE), postings to non-commercial newsgroups and cross-posting to multiple newsgroups at once. In addition, you may not advertise in any way that effectively conceals or misrepresents your identity, your domain name, or your return email address. You may use mailings to customers to promote Drmayosbooks.com so long as the recipient is already a customer or subscriber of your services or website, and recipients have the option to remove themselves from future mailings. Also, you may post to newsgroups to promote Drmayosbooks.com so long as the news group specifically welcomes commercial messages. At all times, you must clearly represent yourself and your websites as independent from Drmayosbooks.com. If it comes to our attention that you are spamming, we will consider that cause for immediate termination of this Agreement and your participation in the Drmayosbooks.com Affiliate Program. Any balances owed to you will NOT be paid if your account is terminated due to such unacceptable advertising or solicitation.

8.2. Affiliates that, among other keywords or exclusively bid in their Pay-Per-Click campaigns on keywords such as drmayosbooks.com, Dr. Mayo’s Books, www.stopspillingyoursoup, Stop Spilling Your Soup! LLC, www.helpfortremors.com, and/or any misspellings or similar alterations of these – be it separately or in combination with other keywords – and do not direct the traffic from such campaigns to their own website prior to re-directing it to ours, will be considered trademark violators, and will be banned from Dr. Mayo’s Books Affiliate Program. We will do everything possible to contact the affiliate prior to the ban. However, we reserve the right to expel any trademark violator from our affiliate program without prior notice, and on the first occurrence of such PPC bidding behavior.

8.3. Affiliates are not prohibited from keying in prospect’s information into the lead form as long as the prospects’ information is real and true, and these are valid leads (i.e. sincerely interested in Dr. Mayo’s Books service).

8.4. Affiliates shall not transmit any so-called “interstitials,” “Parasiteware™,” “Parasitic Marketing,” “Shopping Assistance Application,” “Toolbar Installations and/or Add-ons,” “Shopping Wallets” or “deceptive pop-ups and/or pop-unders” to consumers from the time the consumer clicks on a qualifying link until such time as the consumer has fully exited Dr. Mayo’s Books site (i.e., no page from our site or any Drmayosbooks.com’s content or branding is visible on the end-user’s screen). As used herein, “Parasiteware™” and “Parasitic Marketing” shall mean an application that (a) through accidental or direct intent causes the overwriting of affiliate and non-affiliate commission tracking cookies through any other means than a customer initiated click on a qualifying link on a web page or email; (b) intercepts searches to redirect traffic through an installed software, thereby causing pop ups or commission tracking cookies to be put in place or other commission tracking cookies to be overwritten where a user would under normal circumstances have arrived at the same destination through the results given by the search (search engines being, but not limited to, Google, MSN, Yahoo, Overture, AltaVista, Hotbot and similar search or directory engines); (c) set commission tracking cookies through loading of Dr. Mayo’s Books site in IFrames, hidden links and automatic pop ups that open Drmayosbooks.com’s site; (d) targets text on web sites, other than those web sites 100% owned by the application owner, for the purpose of contextual marketing; (e) removes, replaces or blocks the visibility of Affiliate banners with any other banners, other than those that are on web sites 100% owned by the owner of the application.

9. Grant of Licenses

9.1. We grant to you a non-exclusive, non-transferable, revocable right to (i) access our site through HTML links solely in accordance with the terms of this Agreement and (ii) solely in connection with such links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the “Licensed Materials”) that we provide to you or authorize for such purpose. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of Drmayosbooks.com’s Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of Drmayosbooks.com and the good will associated therewith will inure to the sole benefit of Drmayosbooks.com.

9.2. Each Party agrees not to use the other’s proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the Party in a negative light. Each Party reserves all of its respective rights in the proprietary materials covered by this license. Other than the license granted in this Agreement, each Party retains all rights, title, and interest to its respective rights and no right, title, or interest is transferred to the other.

10. Disclaimer

WE MAKE NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING DRMAYOSBOOKS.COM SERVICE AND WEBSITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR SITES WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.

11. Representations and Warranties

You represent and warrant that:

11.1. This Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms;

11.2. You have the full right, power, and authority to enter into and be bound by the terms and conditions of this Agreement and to perform your obligations under this Agreement, without the approval or consent of any other party;

11.3. You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.

12. Limitations of Liability

WE 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 REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL OUR CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU UNDER THIS AGREEMENT IN THE SIX MONTH PRIOR TO THE ACCRUAL OF THE CAUSE OF ACTION.

13. Indemnification

You hereby agree to indemnify and hold harmless Drmayosbooks.com, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees) (any or all of the foregoing hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that our use of the affiliate trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) any claim related to your site, including, without limitation, content therein not attributable to us.

14. Confidentiality

All confidential information, including, but not limited to, any business, technical, financial, and customer information, disclosed by one Party to the other during negotiation or the effective term of this Agreement which is marked “Confidential,” will remain the sole property of the disclosing Party, and each Party will keep in confidence and not use or disclose such proprietary information of the other Party without express written permission of the disclosing Party.

15. Miscellaneous

15.1. You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and Drmayosbooks.com. 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 any other of Your Site or otherwise, that reasonably would contradict anything in this Section.

15.2. Neither Party may assign its rights or obligations under this Agreement to any party, except to a party who obtains all or substantially all of the business or assets of a third party.

15.3. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Florida without regard to the choice or conflict of law and principles thereof.

15.4. You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.

15.5. This Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the Parties, oral or written.

15.6. The headings and titles contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement.

15.7. 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.