Affiliate Agreement

1. de Lisle Guitar Company Affiliate Agreement
This agreement describes the terms and conditions for participation in the de Lisle Guitar Co. Affiliate Program. In this agreement, the term “Affiliate” refers to you (the applicant). In this agreement, de Lisle Guitar Company refers to the product owner, de Lisle Guitar Company LLC.

2. Modification
We may modify any of the terms and conditions within this Agreement at any time and at our sole discretion. These modifications may include, but not limited to changes in the scope of available referral fees, fee schedules, payment procedures and Affiliate Program rules. If any of the modifications are unacceptable to you, your only recourse is to terminate this Agreement. If you continue participation in the program, it will be considered as your acceptance of the change.

3. Enrollment
To enroll in the affiliate program, you must submit an affiliate application and be approved. Applicants will be notified of their acceptance status as soon as possible after their information is reviewed.

4. Affiliate URL
You will be issued a referral ID to use in your links once you become an approved member of the de Lisle Guitar Company Affiliate Program. This ID will be unique to you, and will allow commissions to be paid for affiliate referrals.

5. Commissions
Affiliates will receive a percentage of the revenue as a commission from orders placed through properly coded Affiliate links (unless noted otherwise for a particular product). Commissions may change at the discretion of the product owner, de Lisle Guitar Company. Current commission rates are published in the Affiliate Area of our site.

For a sale to generate a commission to an Affiliate, the customer must complete the order form and remit full payment for the product ordered through the secure order system. Word of mouth referrals will not result in an affiliate commission being generated. Commissions will only be paid on sales that are made when the customer clicks through qualified, correctly structured Affiliate links. Properly coded links are the sole responsibility of the affiliate.

6. Payment
de Lisle Guitar Company pays affiliates via a PayPal account, provided to us on the affiliate application. If the PayPal email changes, it is the responsibility of the affiliate to notify the Affiliate Program to ensure proper commission payments. Changes to the payment email address can also be made in the Affiliate Area of our site.

7. Order Fulfillment
de Lisle Guitar Company will be solely responsible for processing every order placed by a customer via affiliate links. Affiliates are not authorized to collect payments or sell any de Lisle Guitar Company products from other websites as a “reseller” and no “resale” rights are granted in any way. Affiliates are not authorized to sell any of these products on eBay or other auction sites. de Lisle Guitar Company will also be solely responsible for all customer service inquires.

Customers who purchase products and services through the de Lisle Guitar Company Affiliate Program will be deemed to be customers of de Lisle Guitar Company LLC. Accordingly, all rules, policies, and operating procedures concerning customer orders and service will apply to those customers. We may change our policies and operating procedures at any time. Prices and availability of our products and services may vary. de Lisle Guitar Company policies will always determine the price paid by the customer.

8. Qualifying Sites
de Lisle Guitar Company reserves the right to refuse any site entry into the de Lisle Guitar Company Affiliate Program based on site content. Sites that do not qualify for the Affiliate Program include sites which:

• Promote sexually explicit materials
• Promote violence
• Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
• Promote illegal activities
• Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law
• Includes “de Lisle Guitar” or variations or misspellings thereof in its domain name
• Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion.
• Contains software downloads that potentially enable diversions of commission from other affiliates in our program.
• 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 de Lisle Guitar Company or any other affiliated business.

9. Permitted Usage
The following are permitted uses of the de Lisle Guitar Company brand and marketing resources

• Affiliates are permitted to use the graphical banners and design resources located at http://www.delisleguitar.com/affiliate-area/. If a specific size banner ad is not available, the affiliate may contact de Lisle Guitar Company and request a new banner graphic be added to the available resources.

• Text links are permitted using the phrases: “de Lisle Guitar Company,” “de Lisle Guitar,” de Lisle Guitar Co.,” “de Lisle Amps,” “de Lisle Amplification”

10. de Lisle Guitar Company Anti-Spam Policy
de Lisle Guitar Company strictly prohibits affiliates from using spam e-mail and other forms of Internet abuse (including spamming forums, blogs, twitter, facebook and other social media outlets) to seek sales. Spam is defined as including, but not limited to, the following:

• Electronic mail messages addressed to a recipient with whom the sender does not have an existing business or personal relationship or is not sent at the request of, or with the express consent of, the recipient through an opt in subscription;
• Messages posted to Usenet, forums, Twitter, Facebook and message boards that are off-topic (unrelated to the topic of discussion), cross-posted to unrelated newsgroups, posted in excessive volume, or posted against forum/message board rules. Be conscious of forum rules! If a forum owner or moderator complains that an affiliate has spammed, the affiliate account may be permanently terminated after investigation.
• Content posted on free blog websites for the sole purpose of keyword spamming, or comments posted to legitimate blogs that violate the comment policy of the blog owner.
• Solicitations posted to chat rooms, or to groups or individuals via Internet Relay Chat or “Instant Messaging” system;
• Certain off-line activities that, while not considered Spam, are similar in nature, including distributing flyers or leaflets on private property or where prohibited by applicable rules, regulations, or laws.

de Lisle Guitar Company, may undertake, at its sole discretion and with or without prior notice, the following enforcement actions:

• Account Termination: Upon the receipt of a credible complaint, the de Lisle Guitar Company Affiliate Program manager may investigate the complaint, and if necessary, will then terminate the affiliate account of the individual implicated in the abuse. Termination results in the immediate closure of the member and affiliate account, the loss of all referrals, and the forfeiture of any unpaid money on account.

If you wish to report a violation of our Anti-Spam Policy, please forward all relevant evidence through the Contact page.

11. Relationship of Parties
Affiliates are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. Affiliates have no authority to make or accept any offers or representations on our behalf. Affiliates will not make any statement, whether on their sites or otherwise, that reasonably would contradict this statement.

12. Term and Termination
The term of this Agreement will begin when you accept and will end when terminated by either party. Either de Lisle Guitar Company or the affiliate may terminate this Agreement at any time, with or without cause. Upon the termination of this Agreement for any reason, all licenses granted hereunder shall immediately terminate and you will immediately cease use of, and remove from Affiliate’s Web Site, all links to the de Lisle Guitar Company website, and all de Lisle Guitar Company trademarks and logos, other de Lisle Guitar Company marks and all other materials provided in connection with this program.

13. Limitation of Liability
de Lisle Guitar Company will not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, expenditures or data) arising in connection with this Agreement or the 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 Program will not exceed the total commissions paid or payable to the affiliate under to this Agreement.

14. Indemnification
You hereby agree to indemnify and hold harmless de Lisle Guitar Company, 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.

15. Disclaimers
We make no express or implied warranties or representations with respect to the Affiliate Program or an affiliate’s potential to earn income from the Affiliate Program. In addition, we make no representation that the operation of the websites or the Affiliate links will be uninterrupted or error-free, and de Lisle Guitar Company will not be liable for the consequences of any interruptions or errors.

16. Miscellaneous
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.

If any of the provisions of this Agreement are determined by a court to be unenforceable, they shall be severed from this Agreement, and the remaining provisions shall remain in full force and effect.

By signing up with the de Lisle Guitar Company Affiliate Program, you acknowledge that you have read this agreement and agree to all its terms and conditions. You have independently evaluated this program and are not relying on any representation, guarantee or statement other than as set forth in this agreement.