Affiliate Signup - 2018 - old- do not use

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Read our Affiliate Terms and Conditions

SALE

This Agreement is for those affiliates (including speakers) who wish to promote the Functional Oral and Airway Health Summit and any future products of Healthy Mouth Media.

Commission:  50% of the sale amount

Cookie:  First

Tracking period: Lifetime from the first click.

Payout scheduling:  All commissions will be paid at the end of the month following our 30 day guarantee (less any returns or other credits during our guarantee period).

Currency: Financial transactions covered by this Agreement will be processed in USD currency. Currency exchanges will occur at the time of commission payment, automatically through PayPal.

CAN-SPAM rules and acceptance:

In compliance with the CAN-SPAM Act, all email sent from your organization will clearly state who the email is from and provide clear information on how to contact the sender. In addition, all e-mail messages will also contain concise information on how to remove yourself from your mailing list so that the recipient will receive no further email communication. We do not support SPAM and expect our affiliates to do the same.

TERMS:  The simple version, (but please read the full version below for all the legal details)

You will provide us with accurate, complete contact and payment information for yourself and/or your company.

Relationship:  You and Healthy Mouth Media are independent contractors.  There is no other relationship between us.

If you do something illegal, (see below) we will terminate our Agreement and you will forfeit any commissions earned.

You are responsible for the contents of your own site and if you do something illegal (see below) only you are responsible.

This document is the full and complete Agreement and is governed by the laws of the Commonwealth of Pennsylvania.

Here is the simple version of what you may NOT do during this promotion:

1. Do not send Spam or use safe lists any kind.
2. Do not offer cash rebates to people who buy through your affiliate link.
3. Do not use negative words such as 'scam' in any promotional campaign.
4. Please do not misrepresent Healthy Mouth Media or any of its products.  Follow any and all endorsement rules and regulations that are applicable both in the country where you are based and in the countries from which you are sending website traffic or in which you are advertising.
5. Do not use cookie stuffing.

If you violate of any of the above, or any other country, federal or state laws, you will not get paid any commissions and your account will be terminated.

TERMS:  Here is the long version (to keep our lawyer happy)

1.	Affiliate terms of service

This Agreement contains the complete terms and conditions that apply to your participation as a member of the Healthy Mouth Media affiliate program.  By enrolling in this program, you agree to the terms outlined here which constitute a binding Agreement.  You are an independent contractor and shall be treated as such.  You are not entitled to reimbursement of ay costs or expenses related to this promotion.

2.	Enrollment in this program.

Upon submission of a completed affiliate application through our website, your account will become immediately active in our program. We will evaluate your account in good faith to ensure you comply with all our rules and Agreements. We may reject or terminate your account if we, at our sole discretion, determine that your promotions are unsuitable for our program for any reason or violate FTC guidelines, including, but not limited to, incorporating images or content that is unlawful, defamatory, obscene, harassing or otherwise objectionable, or that facilitates illegal activity or promotes violence or promotes or assists others in promoting copyright infringement, or promotes a business-opportunity program.

3.	Utilizing links on your site.

As an affiliate website of Healthy Mouth Media you may use any form of promotion you choose, consistent with the terms of this Agreement. You may use banner advertisements, button links and/or text links to our site (the "links"), however, you cannot spam. Any activity by you or on your behalf that we determine or reasonably suspect to be the result of an unsolicited bulk e-mail program will result in your immediate termination from the program and forfeiture of any monies otherwise owed you under this Agreement. Allowable promotional links may contain Healthy Mouth Media's trade names, and/or logos for display on your affiliate site. Subject to the terms and conditions of this Agreement, you are granted a limited, non-exclusive, non-transferable license to access and download such links and other designated promotional materials for placement on your affiliate site for the sole and exclusive purpose of promoting any summit site owned, operated and controlled by Healthy Mouth Media. In utilizing the links, you agree that you will cooperate fully with us in order to establish and maintain such link or links.  No link may be visually modified without our consent.

4.	Commissions.   Sales will be credited to you for 50% of the sale price

5.	Commission payment.

Commissions deemed due and owed to you under this Agreement will be paid at the end of the month following our 30 day guarantee (less any returns or other credits during our guarantee period).  No commission will be paid for signups by you, your household, or anyone within your organization. Commissions can be earned per each new lead referred through your unique affiliate link.

Note: PayPal payments will only be reissued within 30 days of the original issue date in the case of incorrect PayPal address or refusal from PayPal to accept payment.

6.	Responsibility for your site.

You will be solely responsible for the development, operation and maintenance of your site and for all materials that appear on your site. Healthy Mouth Media has no responsibility for the development, operation or maintenance of your site or for any materials that appear on your site. You are also responsible for ensuring that materials posted on your site do not violate or infringe upon any laws, including but not limited to 18 U.S.C. Section 2257, or the rights of any third party (including things like copyrights, trademarks, privacy, or other personal or proprietary rights). You are also responsible for ensuring that materials posted on your site are not libelous or otherwise illegal. You must have express permission to use another party's copyrighted or other proprietary material. We will not be responsible if you illegally use another party's copyrighted or other proprietary material.

You agree that you will maintain and follow a privacy policy that complies with all applicable laws and regulations regarding the privacy of visitor information, be commercially reasonable, and fully and accurately disclose your collection and use of visitor information.

Please note: you are strongly advised to obtain legal advice on how to fully comply with these responsibilities in your specific situation.

In addition to the above, we will immediately terminate your participation in the program if we believe you have engaged in any of the following:
•	unsolicited mass e-mail solicitations or any other form of spamming, including but not limited to, violation of anti-spamming policies of state or federal law; 
•	provide inaccurate or incomplete information to Healthy Mouth Media concerning your identity, address or other required information; 
•	attempt to cheat, defraud or mislead Healthy Mouth Media in any way; 
•	misrepresent to the public the terms and conditions of our sites or your sites.

7.	Paid search policy.

You are required to comply with the following rules when bidding on keywords on any paid search engines or social media sites, including without limitation, Google, Yahoo/Bing, Twitter and Facebook:
•	you are prohibited from bidding on any Healthy Mouth Media trademarks or any variations and misspellings thereof without Healthy Mouth Media 's prior written approval.
•	you are prohibited from bidding on keywords containing the Healthy Mouth Media  trademark.
•	you are prohibited from outranking Healthy Mouth Media 's internal paid search ad on any keywords.
•	you are prohibited from using healthymouthmedia.com, FunctionalOralHealth.com, FunctionalOralHealthSummit.com or any other domains owned by Healthy Mouth Media as a display URL.

8.	Address and contact changes.

It is your responsibility to provide Healthy Mouth Media with all correct contact and payment information required to issue a commission fee to you. If Healthy Mouth Media does not receive the necessary payment information within 30 days of a commission fee being earned, that commission fee shall be deemed forfeited by the affiliate, and no payment will be issued. You are responsible for the payment of all taxes related to the commissions you earn under this Agreement. Any address changes must be made in the affiliate profile in the affiliate dashboard at least 5 business days prior to the conclusion of the summit which will be 9:59 AM, September 26, 2017.

9.	Term of the Agreement.

The term of this Agreement will begin upon our acceptance of your affiliate program application and will extend until or 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. Notice by e-mail, to your e-mail address on our records, is considered sufficient written notice for to terminate this Agreement.

If this Agreement is terminated because you have violated the terms of this Agreement you are not eligible to receive any commission payments, even for commissions earned prior to the date of termination. If this Agreement is terminated for any other reason, you are only eligible to earn a commission on sales occurring during the term of the Agreement, and commissions earned through the date of termination will remain payable only if the related orders are not canceled. We reserve the right to withhold your final payment for up to 60 days to ensure that the correct amount is paid.

10.	Relationship of parties.

You and Healthy Mouth Media 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. You are not an agent of the Healthy Mouth Media and Healthy Mouth Media expressly disclaims responsibility for any conduct by you in violation of our terms of Agreement.   Any persons employed or engaged by you in connection with the performance of the services outlined herein shall be your employees or contractors and you shall be fully responsible for them and indemnify Healthy Mouth Media against any claims made by or on behalf of any such employee or contractors.

11.	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 this affiliate 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 affiliate program will not exceed the total commissions paid or payable to you under this Agreement.

12.	Disclaimers.

We make no express or implied warranties or representations with respect to this affiliate program or any company services or other items sold through the program (including, without limitation, warranties of fitness, merchantability, non-infringement, 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 our website will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.

13.	Representations and warranties.

Enrollment in this program constitutes a legal, valid, and binding obligation, enforceable against you in accordance with the terms herein. You warrant that the enrollment in this program and performance of the services outlined herein by you are within your legal capacity and power; have been duly authorized by all requisite actions on your part; require the approval or consent of no other persons; and neither violate nor constitute a default under the (i) provision of any law, rule, regulation, order, judgment or decree to which you are subject or which is binding upon you, or (ii) the terms of any other Agreement, document, or instrument applicable to you or binding upon you. Should any law enforcement agency or internet service provider provide Healthy Mouth Media with notice that you have engaged in transmission of unsolicited bulk e-mails or have otherwise engaged in unlawful conduct or conduct in violation of said service provider's terms of service, we reserve the right to cooperate in any investigation relating to your activities including disclosure of your account information in connection therewith.
	
14.	Indemnification.

You hereby agree to indemnify, defend, and hold harmless Healthy Mouth Media and its officers, directors, employees, agents, affiliates, successors, and assigns, from and against any and all claims, losses, liabilities, damages, or expense (together with and in addition to attorneys' fees and other incurred or litigation costs) of any nature whatsoever incurred or suffered by us (collectively the "losses"), in so far as such losses (or actions in respect thereof) arise out of or are based on (i) any claim or threatened claim that our use of the affiliate trademarks infringes on the rights of any third party; (ii) the breach of any promise, covenant, representation or warranty made by you herein; or (iii) or any claim related to your site.

15.	Miscellaneous.

Terminated accounts cannot later apply to the program without our express written consent. In order to facilitate accurate record-keeping, multiple Healthy Mouth Media affiliate accounts spanning multiple affiliate networks are strictly prohibited. If you have an account with the Healthy Mouth Media affiliate program under one email address and also open a Healthy Mouth Media affiliate account under another email account, both affiliate accounts will be terminated and all commissions will be forfeited. 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.

16.	Dispute Resolution.

The parties knowingly, voluntarily, and intentionally waive their respective rights to a trial by jury with respect to any litigation arising out of, under, or in connection with this Agreement. Healthy Mouth Media will be the sole and final arbitrator for any and all disputes or claims related to the validity of sales.

If a dispute between the parties arises out of or relates to this Agreement, including disputes regarding the formation or validity of this Agreement, the interpretation of this Agreement, or a breach of this Agreement, or any performance or obligation due hereunder, and if the dispute cannot be settled through direct negotiation, the parties agree first to try in good faith to settle the dispute through mediation administered by a Pennsylvania certified mediator before resorting to litigation or other dispute resolution procedure.

17.	Governing Law.

This Agreement and all questions arising hereunder shall be governed by the laws of the Commonwealth of Pennsylvania, without regard to choice of law principles.  Each of the Parties hereto and their respective affiliates agree that:
	(a)	any action brought by Healthy Mouth Media to enforce this Agreement against Client shall be brought in the state or federal courts in and for Lancaster County, Pennsylvania; and 
	(b)	any action brought by Client to enforce this Agreement against Healthy Mouth Media shall be brought in the state or federal courts in and for Lancaster County, Pennsylvania
	(c)	each Party: (i) irrevocably agrees that the state and federal courts located in the Commonwealth of Pennsylvania shall have exclusive jurisdiction over any suit or other proceeding arising out of or based upon this Agreement as provided in Section 17 (a) and (b) above; (ii) submits to the venue and jurisdiction of such courts as provided in Section 17 (a) and (b) above; and (c) irrevocably consents to personal jurisdiction by such courts as provided in Section 17 (a) and (b) above.

18.	Severability.

Should any clause, sentence, paragraph, or other part of this Agreement be finally adjudged by any court of competent jurisdiction to be unconstitutional, invalid, or in any way unenforceable, such adjudication shall not affect, impair, invalidate, or nullify the remainder of this Agreement, but shall affect only the clause, sentence, paragraph, or other parts so adjudged.

19.	Attorneys' Fees and Costs.

In the event of any litigation between the Parties arising out of or relating to this Agreement, the prevailing party shall be entitled to recover all costs incurred and reasonable attorneys' fees, including attorney fees in all investigations, trials, bankruptcies, and appeals, whether or not a lawsuit is filed.

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