Program Application






Conversion action Online purchase with processed valid payment
Cookie days 30 day(s)
Commission type Percent of Sale
Base commission 10.00%
Additional terms Affiliates receive 10% of the actual product cost to the customer (including discounts) excluding tax and shipping. See the Affiliate Agreement for legal details. Customer must not return the product, fail to pay, or cancel the order.

FOREWORD



Our affiliates are very important to us. We do our best to treat you with
the fairness and respect you deserve. We simply ask the same consideration of
you. We have written the following affiliate agreement with you in mind, as
well as to protect our company's good name. So please bear with us as we take
you through this legal formality.



If you have any questions, please don't hesitate to let us know. We are
strong believers in straight-forward and honest communication. For quickest
results please email us at [email protected] We will respond as soon as
possible.



Best regards,



Adept Cosmetics



 



AFFILIATE AGREEMENT



PLEASE READ THE ENTIRE AGREEMENT.



YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.



THIS IS A LEGAL AGREEMENT BETWEEN YOU AND CODE NAME ADEPT LLC (DBA ADEPT
COSMETICS)



BY SUBMITTING THE ONLINE APPLICATION 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.



1. Overview



This Agreement contains the complete terms and conditions that apply to you
becoming an affiliate in Adept Cosmetics' Affiliate Program. The purpose of
this Agreement is to allow HTML linking between your web site and the Adept
Cosmetics web site. Please note that throughout this Agreement, "we,"
"us," and "our" refer to Adept Cosmetics, and
"you," "your," and "yours" refer to the
affiliate.



2. Affiliate Obligations



2.1. To begin the enrollment process, you will complete and submit the
online application on www.adeptcosmetics.com.
The fact that we auto-approve applications does not imply that we may not
re-evaluate your application at a later time. We may reject your application at
our sole discretion. We may cancel your application if we determine that your
site is unsuitable for our Program, including if it:



2.1.1. Promotes sexually explicit materials

2.1.2. Promotes violence

2.1.3. Promotes discrimination based on race, sex, religion, nationality,
disability, sexual orientation, or age

2.1.4. Promotes illegal activities

2.1.5. Incorporates any materials which infringe or assist others to infringe
on any copyright, trademark or other intellectual property rights or to violate
the law

2.1.6. Includes "Adept Cosmetics" or variations or misspellings
thereof in its domain name

2.1.7. Is otherwise in any way unlawful, harmful, threatening, defamatory,
obscene, harassing, or racially, ethnically or otherwise objectionable to us in
our sole discretion.

2.1.8. Contains software downloads that potentially enable diversions of
commission from other affiliates in our program.

2.1.9. 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 Adept Cosmetics or
any other affiliated business.



2.2. As a member of Adept Cosmetics' Affiliate Program, you will have
access to Affiliate Account Manager. Here you will be able to review our
Program’s details and previously-published affiliate newsletters, download HTML
code (that provides for links to web pages within the Adept Cosmetics web site)
and banner creatives, browse and get tracking codes for our coupons and deals.
In order for us to accurately keep track of all guest visits from your site to
ours, you must use the HTML code that we provide for each banner, text link, or
other affiliate link we provide you with.



2.3. Adept Cosmetics 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.



2.6. Follow the FTC’s laws regarding identifying yourself as an affiliate marketer
and any links you use.



3. Adept Cosmetics Rights and Obligations



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 and to notify further you of any changes
that we feel should be made. 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 Adept Cosmetics Affiliate Program.



3.2. Adept Cosmetics reserves the right to terminate this Agreement and your
participation in the Adept Cosmetics Affiliate Program immediately and without
notice to you should you commit fraud in your use of the Adept Cosmetics
Affiliate Program or should you abuse this program in any way. If such fraud or
abuse is detected, Adept Cosmetics 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.



4. Termination



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. In addition, this Agreement will terminate immediately upon
any breach of this Agreement by you.



5. Modification



We may modify any of the terms and conditions in this Agreement at any time
at our sole discretion. In such event, you will be notified by email.
Modifications may include, but are not limited to, changes in the payment
procedures and Adept Cosmetics' Affiliate Program rules. If any modification is
unacceptable to you, your only option is to end this Agreement. Your continued
participation in Adept Cosmetics' Affiliate Program following the posting of
the change notice or new Agreement on our site will indicate your agreement to
the changes.



6. Payment



Adept Cosmetics uses a third party to handle all of the tracking and
payment. The third party is the Refersion.com affiliate network. Payments are
made via PayPal. Kindly review the network’s payment terms and conditions.



7. Access to Affiliate Account Interface



You will create a password so that you may enter Refersion’s secure
affiliate account interface. From their site you will be able to receive your
reports that will describe our calculation of the commissions due to you.



8. Promotion Restrictions



8.1. You are free to promote your own web sites, but naturally any promotion
that mentions Adept Cosmetics 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 Adept Cosmetics. 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 Adept
Cosmetics 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 Adept Cosmetics 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 Adept
Cosmetics. 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 Adept Cosmetics Affiliate Program. Any pending balances owed to you will
not be paid if your account is terminated due to such unacceptable advertising
or solicitation.



8.2. Affiliates that among other keywords or exclusively bid in their
Pay-Per-Click campaigns on keywords such as adeptcosmetics.com,
adept, cosmetics, adeptcosmetics, www.adeptcosmetics,
www.adeptcosmetics.com, and/or any
misspellings or similar alterations of these – be it separately or in
combination with other keywords – and do not direct the traffic from such
campaigns to their own website prior to re-directing it to ours, will be
considered trademark violators, and will be banned from Adept Cosmetics’
Affiliate Program. We will do everything possible to contact the affiliate
prior to the ban. However, we reserve the right to expel any trademark violator
from our affiliate program without prior notice, and on the first occurrence of
such PPC bidding behavior.



8.3. Affiliates are not prohibited from keying in prospect’s information
into the lead form as long as the prospects’ information is real and true, and
these are valid leads (i.e. sincerely interested in Adept Cosmetics’ service).



8.4. Affiliate shall not transmit any so-called “interstitials,”
“Parasiteware™,” “Parasitic Marketing,” “Shopping Assistance Application,”
“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 Adept
Cosmetics’ site (i.e., no page from our site or any Adept Cosmetics’ content or
branding is visible on the end-user’s screen). As used herein a.
“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 an installed software, thereby causing,
pop ups, 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, MSN, Yahoo, Overture, AltaVista,
Hotbot and similar search or directory engines); (c) set commission tracking
cookies through loading of Adept Cosmetics site in IFrames, hidden links and
automatic pop ups that open Adept Cosmetics’ 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.



9. Grant of Licenses



9.1. 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 Adept Cosmetics' Affiliate Program. You
agree that all uses of the Licensed Materials will be on behalf of Adept
Cosmetics and the good will associated therewith will inure to the sole benefit
of Adept Cosmetics.



9.2. 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.



10. Disclaimer



ADEPT COSMETICS MAKES NO
EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING ADEPT COSMETICS
SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED
WARRANTIES OF ADEPT COSMETICS ABILITY, 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.



11. Representations and Warranties



You represent and warrant that:



11.1. 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;



11.2. 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;



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



12. 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 WE HAVE BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL ADEPT COSMETICS' 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 PAID TO YOU UNDER THIS AGREEMENT.



13. Indemnification



You hereby agree to indemnify and hold harmless Adept Cosmetics, 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.



14. Confidentiality



All confidential information, including, but not limited to, any business,
technical, financial, and customer information, disclosed by one party to the
other during negotiation or the effective term of this Agreement which is
marked "Confidential," will remain the sole property of the
disclosing party, and each party will keep in confidence and not use or
disclose such proprietary information of the other party without express
written permission of the disclosing party.



15. Miscellaneous



15.1. 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 Adept Cosmetics. 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 any other of
Your Site or otherwise, that reasonably would contradict anything in this
Section.



15.2. 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.



15.3. This Agreement shall be governed by and interpreted in accordance with
the laws of the State of Wyoming without regard to the conflicts of laws and
principles thereof.



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



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



15.6. 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.



15.7. 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.