LawDepot® Affiliate Terms and Conditions
The following are the terms and conditions (this "Agreement" or the "Terms") for affiliates that direct potential customers to any LawDepot® web site (the "Site") and where LawDepot® has agreed to pay that affiliate ("you") for directing those potential customers to the Site.
Acceptance
By submitting your application for being an affiliate of the Site, you agree to be bound by the Terms as stated herein without modification.
Nature of the Relationship
The nature of the relationship between LawDepot® and you will be that of independent contractors for all purposes and in no event will any person employed by you be held or construed to be employees of LawDepot®. Specifically, LawDepot® is not a member of any partnership, joint venture or franchise arrangement with you.
Ownership and use of LawDepot® Materials
"LawDepot® Materials" include any legal materials, documents, contracts, software, products, web links, promotional material, email, information, partial LawDepot® Material or any other materials provided by LawDepot®, the Site or any LawDepot® service in any way. LawDepot® retains complete ownership and all rights to the LawDepot® Materials. You do not have the right to use or change any of the LawDepot® Materials without prior written consent of LawDepot®. You do not have the right to use any LawDepot® Materials for third party or competitive use. All use of LawDepot® Materials, with or without prior written consent, will cease after termination of this agreement.
Term
This Agreement will be for an indefinite term and can be terminated immediately without cause by either LawDepot® or you providing notice to the other party. Upon termination, you will stop using LawDepot® Materials and you will discontinue any use of the LawDepot® trademark.
Your Compensation
LawDepot® agrees to pay you a commission of thirty percent (30%) of all sales (excluding fees paid to external service providers, fees paid to external suppliers and some subscription renewals) generated from the traffic of your site. This traffic will be given a tracking cookie provided the person has not previously visited our site and has an existing tracking cookie from another affiliate. You will get credit for such sales during the life of the tracking cookie. In lieu of a commission (or in lieu of part of it), you can provide a percent discount off applicable LawDepot® products (discounts are not applicable to fees paid to external service providers, fees paid to external suppliers, and some subscription renewals) for visitors from your site. The total of the commission and discount will not be more than the thirty percent. Payments are calculated on the first business day of the month and payment will be sent within five business days when commissions payable total $50 or more. You will have access to sales and commission reports available through the LawDepot® Affiliate Program. We will not provide any compensation for any referrals or traffic where the provision of any compensation for a referral is prohibited by law.
Content Development
You are solely responsible for all content development (and its cost) on your web site.
Confidentiality
You may be given or obtain access to non-public information of LawDepot® that LawDepot® considers to be of a confidential, proprietary, or trade secret nature, including, but not limited to, customer information, pricing, financial and operational information, business information and marketing information, in whatever form or media, whether or not marked as confidential (collectively "Confidential Information"). You agree not to use any Confidential Information disclosed to you by LawDepot® for your own use or for any purpose other than to carry out your obligations under this Agreement. You will not disclose any Confidential Information to third-parties or to your employees or agents, other than employees and agents who are required to have the information in order to carry out your obligations under this Agreement. You agree to notify LawDepot® immediately and in writing of any misuse or misappropriation of LawDepot®'s Confidential Information, which may come to your attention and to return LawDepot®'s Confidential Information upon the request of LawDepot®. Confidential Information shall not apply to: (a) information that is or becomes a matter of public knowledge through no fault of or action by you, (b) information that prior to disclosure was rightfully in your possession as a result of disclosure by a third-party under no obligation or restriction of confidentiality, (c) information that, subsequent to disclosure, is rightfully obtained by you from a third-party under no obligation or restriction of confidentiality, and (d) information that is independently developed by you without use, knowledge or access to the Confidential Information of LawDepot®.
Return of Confidential Property
Upon LawDepot®'s request (and upon termination of this Agreement), you will deliver to LawDepot® all Confidential Information, memoranda, notes, records, drawings, manuals, disks, or other documents and media pertaining to LawDepot®'s business including all copies, extracts, summaries and analyses.
Indemnification
You agree to indemnify and hold LawDepot®, its directors, officers, shareholders, successor and predecessor companies, attorneys, agents and employees harmless from any claim, demand, or damage, including reasonable attorneys' fees and costs, asserted by any third party due to or arising out of the your actions (including but not limited to advertising, web site content or how you otherwise direct potential customers to our site).
Limitations of damages
LawDepot® will not be liable to you for any exemplary, punitive, special or consequential damages, including lost revenues, lost profits or lost prospective economic advantage arising from any act or omission in performance or failure to perform under this Agreement, even if LawDepot® is at fault and/or knew or should have known of the possibility thereof, and you hereby release and waive any claims against LawDepot® regarding such damages.
Trademarks and other Intellectual Property
You acknowledge that all rights in any registered trademarks or any pending trademark registrations associated with the business of LawDepot® (i.e., trademarks, service marks, slogans, logos, designs and other similar means of distinction), including all goodwill pertaining thereto, shall be the sole property of LawDepot®. You may use and display such trademarks only in the manner and for the purpose authorized by LawDepot®, and only during the Term of this Agreement. LawDepot® reserves the right to add to, change or discontinue the use of any trademark it owns, on a selective or general basis, at any time. You shall not use any trademark or trade name of LawDepot® in any corporate, partnership or business name without LawDepot®'s prior written consent. Sequiter Inc. is the owner of the LawDepot® trade name, brand and trademark.
Media
No press releases mentioning your affiliate program participation may be made without prior written consent of LawDepot® to a release being made. You will provide a copy of any press releases to LawDepot®.
Conduct
You agree to conduct yourself with due regard to public conventions and morals and agree that you will not do or commit any act or thing that will tend to degrade LawDepot® or bring it into public hatred, contempt, scorn or ridicule or that will tend to shock, insult or offend the community or ridicule public morals or decency. Further, you will not market LawDepot®'s Site or products using illegal, unethical, or misleading methods, or through inaccurate content.
Modification to Terms
LawDepot® reserves the right to change these terms at any time and to notify you by updating and posting these terms on its Site. LawDepot® is not bound by any other modifications to these terms and conditions unless signed in writing by an authorized LawDepot® officer.
Entire Agreement
This Agreement, the Site Terms and Conditions and the Site Legal Disclaimer, as amended from time to time, and located at
https://www.lawdepot.com/terms.php
and
http://www.lawdepot.com/disclaimer.php
, respectively, constitute part of this Agreement.
Assignment
This Agreement cannot be assigned.
Waivers
No failure or delay, on the part of LawDepot®, in exercising any right or power under these Terms will operate as a waiver of such right or power.
Severability
If any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties' intent that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of this Agreement will in no way be affected, impaired or invalidated as a result.
Governing Law and Notices
In respect to construction, interpretation, validity and enforcement, these Terms are to be construed in accordance with and governed by the laws of the Province of Alberta in Canada. You consent to the exclusive jurisdiction of the courts of the Province of Alberta, Canada. Any notice under this Agreement will be in writing and delivered in person or by public or private courier service, or sent by facsimile. All notices will be addressed to LawDepot® located at 209, 9644-54 Avenue, Edmonton, Alberta, Canada, T6E 5V1 (facsimile: 780-436-2999). Any notices to you may be delivered to you at the address, email address or facsimile number provided in your application or to any address later provided.
End User
The end user of LawDepot®'s Material will be subject to the Site's terms and conditions and disclaimers.
Binding Effect
This Agreement will pass to the benefit of and be binding upon the respective heirs, executors, administrators, successors of LawDepot® and you.
Headings
The headings, captions, titles, and numbering system are inserted only as a matter of convenience and may under no circumstances be considered in interpreting the provisions of this Agreement.