Affiliate Agreement

2.1 You are not allowed to enroll if your website:

1. Promotes sexually explicit materials
2. Promotes violence
3. Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
4. Promotes illegal activities
5. Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law
6. Includes "Auslogics" or variations or misspellings thereof in its domain name
7. Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion.
8. Contains software downloads that potentially enable diversions of commission from other affiliates in our program.
9. You may not create or design your website or any other website that you operate, explicitly or implied in a manner which resembles our website nor design your website in a manner which leads customers to believe you are Auslogics or any other affiliated business.
10. Deceive, mislead, scare, coerce or otherwise force visitors to our website other than clearly explaining the benefits of using Auslogics’ software.

2.2 In order for us to accurately keep track of all guest visits from your site to ours, you must use the specially marked affiliate links we provide you with.

2.3 Auslogics reserves the right, at any time, to review your placement 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 will be your responsibility. We may monitor your site as we feel necessary to make sure that it is up-to-date and to notify you of any changes that we feel should enhance your performance.

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.

3.1 We have the right to monitor your site at any time to determine if you are following 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 web site 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 Auslogics Affiliate Program.

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

3.3 This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated hereunder.

7.1 You are free to promote your own web sites, but naturally any promotion that mentions Auslogics could be perceived by the public or the press as a joint effort. You should know that certain forms of advertising are always prohibited by Auslogics. For example, advertising commonly referred to as "spamming" is unacceptable to us and could cause damage to our name. 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 Auslogics so long as the recipient is already a customer or subscriber of your services or web site, and recipients have the option to remove themselves from future mailings. Also, you may post to newsgroups to promote Auslogics so long as the news group specifically welcomes commercial messages. At all times, you must clearly represent yourself and your web sites as independent from Auslogics. 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 Auslogics Affiliate Program. Any pending balances owed to you will not be paid if your account is terminated due to such unacceptable advertising or solicitation.

7.2 Affiliate shall not transmit any so-called “interstitials”, “Parasiteware™”, “Parasitic Marketing”, Shopping Assistance Applications, “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 Auslogics’ site (i.e., no page from our site or any Auslogics’ 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 installed software, thereby causing 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, Bing, Yahoo!, DuckDuckGo, Yandex, Hotbot and similar search or directory engines); (c) set commission tracking cookies through loading of Auslogics site in IFrames, hidden links and automatic pop ups that open Auslogics’ 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.

8.1 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 Auslogics’ Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of Auslogics and the good will associated therewith will inure to the sole benefit of Auslogics.

8.2 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 right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.

You represent and warrant that:

10.1 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;

10.2 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;

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

14.1 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 Auslogics. 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 web site or any other web site or otherwise, that reasonably would contradict anything in this Section.

14.2 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.

14.3 This Agreement shall be governed by and interpreted in accordance with the laws of NSW, Australia without regard to the conflicts of laws and principles thereof.

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

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

14.6 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.

14.7 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.