Luggagetag.com Affiliate Program Agreement Joining the Luggagetag.com Affiliate Program means that you have read and accept the terms of the Affiliate Program Agreement. It is within our sole discretion to reject any application for any reason, including applications for sites that contain content that could be classified as defamatory, harassing, harmful, obscene, racially objectionable, or unlawful. If we reject your application, please feel free to re-apply at any time. Affilitate Agreement THIS IS A LEGAL AGREEMENT BETWEEN YOU AND LUGGAGETAG.COM (THE "COMPANY"). BY CLICKING ON THE "I ACCEPT" BUTTON AT THE BOTTOM OF THE APPLICATION PAGE YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION. Overview This Agreement contains the complete terms and conditions that apply to you becoming an affiliate in the Luggagetag.com Affiliate Program. The purpose of this Agreement is to allow HTML linking between your web site and the Luggagetag.com web site. Please note that throughout this Agreement, "we," "us," and "our" will mean the Company, and "you," "your," and "yours" will mean the affiliate. The Things You Have To Do Link to Our Site As a member of the Luggagetag.com Affiliate Program, You may only use the HTML code and graphics provided by the Company to link to the Luggagetag.com web site. The HTML code provides special link formats for linking to web pages within the Luggagetag.com web site ("Tagged Links"). You must ensure that each of the links between your site and our site are Tagged Links, otherwise commissions fees that might have otherwise been earned by you will not be tracked and recorded. We will not be liable to you for any lost commissions resulting from your failure to use Tagged Links. We have the right to monitor your site as we feel necessary to make sure that your links to our web site are appropriate and to notify you of any changes that we feel should be made. Identify Yourself as an Affiliate We will make available to you a small graphic image that identifies yourself as a member of the Luggagetag.com Affiliate Program. We may modify the text or graphic image of this notice from time to time. However, even though you are a member of the Luggagetag.com Affiliate Program, you may not in any manner misrepresent or embellish the relationship between you and us, nor may you 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 the Company or the Luggagetag.com web site supports, sponsors, endorses or contributes money to any charity or other cause). Maintain Your Site The maintenance and the updating of your site will be your responsibility. We may monitor your site as we feel necessary to make sure that your site is up-to-date and to notify you of any changes to your site that we feel should be made. Do Not Copy the Look of Our Site You also agree that your site will not copy or resemble the look and feel of our site. You will also make sure that you do not create the impression that your site is our site or a part of our site, nor will you frame any page in the Luggagetag.com web site from within your site. Do Not Use Our Domain Name You also agree that your domain name does not and will not contain the word luggagetag or any variation of that name, and that you will not purchase or otherwise contract with a third party to exploit those names for the purpose of causing your site to appear as a search result or for any other reason. Give Us Your Full Cooperation You agree to fully cooperate with us in order to establish and maintain any links between the Luggagetag.com web site and your site. You also agree that those graphic images that you display pertaining to the Luggagetag.com web site, for use as a link or otherwise, will only be graphic images that we provide to you. If we update those graphics, you will need to replace our old graphics with the new ones. Follow All Copyright Laws It is entirely your responsibility to follow all applicable copyright 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 if you use another person's copyrighted material in violation of the law. The Things You Need To Know and Understand We Can Monitor Your Site We have the right to monitor your site at any time to determine if you are following the terms and conditions of this Agreement and to notify you of any changes to your site that we feel should be made. You Cannot Send Out Publicity Without Our Consent You may not create, publish, distribute, or permit any written or electronically transmitted publicity material that makes reference to us without first submitting the material to us and receiving our consent. We agree that the consent will not be withheld unreasonably. The Starting Date of this Agreement This Agreement will begin upon our acceptance of your Affiliate Application. How this Agreement can be Ended 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. We Can Modify this Agreement We may modify any of the terms and conditions in this Agreement, at any time in our sole discretion. You will be notified by email. Modifications may include, but are not limited to, changes in the scope of commission fees, payment procedures, and the Luggagetag.com Affiliate Program rules. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY OPTION IS TO END THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE LUGGAGETAG.COM AFFILIATE PROGRAM FOLLOWING THE POSTING OF THE CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL INDICATE YOUR AGREEMENT TO THE CHANGES. The Things You Receive You Earn Commission You are eligible to earn a $6 commission fee on each complete luggagetag set ordered through the TAGGED LINK from your site. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid. When the total commissions due to you exceeds $50 at the end of a calendar quarter, we will send you a commission check, less any taxes required to be withheld under applicable law. If your unpaid, cumulative quarterly commission earnings are less than $50, they will be rolled to the following period. If this Agreement terminates, any commissions due at the time of termination will be paid at the end of the quarter following termination. Please note that for customers who enter our site by means other than a Tagged Link, you will not earn commissions for their purchases, even if those customers previously followed a Tagged Link from your site to our site. In addition, you may not directly or indirectly offer any person or entity any consideration or incentive for using your links to access our site. If we determine that you have offered any person or entity any such consideration or incentive, we may (without limiting any other rights or remedies available to us) withhold any commission fees payable to you. Grant of Licenses During the term of this Agreement, we grant to you a non-exclusive, non-transferable 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 for such purpose. You may not alter, modify or change the Licensed Materials in any way. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of the Luggagetag.com Affiliate Program. During the term of this Agreement, you grant to us a non-exclusive, non-transferable right to utilize 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. Each party agrees not to use the other's proprietary materials in any manner that is disparaging 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 right, title, and interest to its respective rights and no right, title, or interest is transferred to the other. More Things You Need To Know and Understand Disclaimer WE MAKE NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING THE LUGGAGETAG.COM WEB SITE. 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 SITE WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS. Representations and Warranties You represent and warrant that: you, or if you are a company, the person entering into this Agreement on your behalf, are an adult of at least 18 years of age; 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; 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; and you have sufficient right, title, and interest in and to the rights granted to us in this Agreement. 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 YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT WILL THE COMPANY'S 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 ACTUALLY PAID TO YOU UNDER THIS AGREEMENT. Indemnification You agree to indemnify and hold harmless the Company and its employees, representatives, agents and corporate affiliates, against any and all claims, suits, actions, or other proceedings brought against the Company based on or arising from any claim (i) that our use of any material provided by you infringes on any copyright, patent, trademark, trade secret or any other intellectual property right of any third party, or (ii) resulting from your breach of this Agreement. You will pay any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys' fees and costs awarded against or otherwise incurred by the Company in connection with or arising from any such claim, suit, action, or proceeding. Miscellaneous Each party will be deemed to be an independent contractor with respect to the subject matter of this Agreement, and nothing contained in this Agreement will be deemed or construed in any manner as creating any partnership, joint venture, employment, agency, fiduciary or other similar relationship. You may not assign your rights or obligations under this Agreement to any party. THIS AGREEMENT WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF PENNSYLVANIA WITHOUT REGARD TO THE CONFLICTS OF LAWS AND PRINCIPLES THEREOF. YOU CONSENT TO THE EXCLUSIVE JURISDICTION IN THE STATE AND/OR FEDERAL COURTS LOCATED IN CHESTER COUNTY, PENNSYLVANIA, IN ANY DISPUTE INVOLVING THIS AGREEMENT. Except as otherwise permitted by this Agreement, no amendment to this Agreement or waiver of any right or obligation will be effective unless it is in writing and signed by both you and us. This Agreement represents the entire agreement between us and you and supersedes all prior agreements and communications we may have had, oral or written. The headings and titles contained in this Agreement are included for convenience only, and will not limit or otherwise affect the terms of this Agreement. CLOSE THIS WINDOW TO RETURN TO THE AFFILIATE PROGRAM APPLICATION.