|
AtlasAssist Affiliate Program
Terms and Conditions
This Affiliate Agreement (the “Agreement") contains the full terms and conditions that apply to Affiliates in the AtlasAssist Affiliate Program. Becoming an Affiliate allows you to establish HTML linking between your website and the AtlasAssist.com Website (the "AA Site") as a Referral Affiliate or Preferred Partner, subject to the terms and conditions of this Agreement. As used in this Agreement, “we,” “us,” “company” “and "our" will refer to AtlasAssist, and "you," "your," and "yours" will refer to the Affiliate.
AA Site shall mean the internet website designated by AtlasAssist located at www.atlasassist.com.
This is a legal agreement entered between you (the “Affiliate”) and AtlasAssist (the “Company”). You understand that by becoming an Affiliate of AtlasAssist and using our online comparison quote engine (Quoting Engine) contained on the AA Site, you are agreeing and are bound to the following terms and conditions of use without modification or revision. You must also understand that we may amend, modify, or update the terms and conditions of this Agreement, at any time and at our sole discretion. And your continued use of the AA Site or Quoting Engine will be conditioned upon the terms and conditions in force at the time of your use. It is important that you read the terms and conditions upon notice any modification. If the terms and conditions of this Agreement are not acceptable to you, please do not continue to becoming an Affiliate at this time.
General Provisions
To participate in the AtlasAssist Affiliate Program, you must first read and accept the terms of this Agreement. Then complete the online Affiliate application and submit it to us. We will have the final determination to approve any affiliate applications and decide whether your website or website content is suitable and acceptable. AtlasAssist, in its sole discretion, may deny any application for any reason, including applications for sites that contain content that could be classified as fraudulent, defamatory, offensive, violent, obscene, harmful or unlawful. You will receive notification of our acceptance or rejection via email. We maintain the right, at any time during your participating in the AtlasAssist Affiliate Program, to re-evaluate your website and at which time we may decide to terminate any participation in our Affiliate program.
Rights and Obligations
Subject to the terms and conditions of this Agreement and depending approval of Affiliate Application, AtlasAssist hereby grants a non-exclusive, non-transferable right and license to:
- access the AA Site and AtlasAssist Comparison Tools as a Referral Affiliate or Preferred Partner through a AtlasAssist provided HTML Link (Affiliate Link)
- use our logo, trade names and trademarks (‘AtlasAssist Marks’) provided to you by AtlasAssist solely in connection with your Affiliate Link.
- a Hypertext Link (Affiliate Link) from the Approved Affiliate Website as a Referral Affiliate or Preferred Partner to access and display insurance company and plan information located on the AA Site
- access and display from either a Referral link, Co-branded, or Privately Labeled AA Site insurance plans for the purpose of allowing website visitors to receive and compare travel insurance quotes from any of the insurance companies and plans featured on the AA Site.
- Have AtlasAssist process from AtlasAssist locations on the Approved Affiliate’s behalf, any policies purchased under them by website visitors from the applicable insurance provider.
General Conditions
- AtlasAssist Affiliates are agents/brokers of their clients. You are neither an employee nor agent of AtlasAssist. You agree to abide by our rules and regulations in selling travel insurance under this Agreement. You agree to only use marketing, advertising material provided or approved by AtlasAssist.
- AtlasAssist Affiliates agree to maintain appropriate licenses as required.
- The Affiliate Link properly tracks commissions and fees earned by AtlasAssist Affiliates; you must ensure that any link between your website and the AA Site are links provided to you by AtlasAssist. We will not be liable for any loss of commissions or fees resulting from failure to use appropriate links. You also agree that any graphics, banner links, images displayed on your website pertaining to the AA Site will only be those provided to you by AtlasAssist.
- The AA Site is updated periodically, and to maintain the consistency and accuracy between the AA Site and our Affiliate websites, you agree to update the content displayed on your website pertaining to AtlasAssist on a regular basis. All such maintenance and updating shall be at your sole cost and responsibility.
- All AtlasAssist logos, trade name and trademarks or other words or symbols identifying AtlasAssist are and will remain exclusive property of AtlasAssist. And any such AtlasAssist Mark will be removed from your website upon termination of this Agreement. You also agree not to create, register, purchase or obtain any trademark, service mark, trade name, company name, internet domain name, search engine listing, or any other proprietary or commercial right that identical or confusingly similar to the AtlasAssist Marks. You acknowledge that such action would be made with the intent to confuse consumers as to the source, location, and sponsorship to AtlasAssist and will constitute infringement of the AtlasAssist Marks. Breach of this paragraph will immediately terminate your participation in the AtlasAssist Affiliate Program and we will pursue all other remedies available against you under law.
- Any person and/or entity participating in the AtlasAssist Affiliate program is prohibited at all times from directly or indirectly attempting to reverse engineer, decrypt, decipher, decompile, or reconstruct the algorithms, logic, html, or program code of the AA Site and/or AtlasAssist Comparison Tools.
- Using AA Site and/or its Comparison Tools for any other purpose not expressly stated herein.
- AtlasAssist Affiliates agree not to sub-license AA Site and/or AtlasAssist Comparison Tools to any third party individual and/or entity.
Commission, Fees, and Payment Schedule
Referral Affiliates will receive a HTML Link which will re-direct Affiliate Site visitors to the AA Site. Referral Affiliates do not require a license to enroll. Referral Affiliates will receive referral fees for each AA Site visitor that makes a purchase based on tiered schedule transaction amount as listed below:
Sales Transaction Amount ($) |
Referral Fee ($) |
$0 - $50 |
$1 |
$51 - $100 |
$5 |
$101 - $200 |
$10 |
$201 - $250 |
$15 |
$251 - $300 |
$20 |
$301 - $350 |
$25 |
$351 - $400 |
$30 |
$401 - $500 |
$40 |
$500 & Up |
$50 |
Preferred Partner
Monthly Sales Volume |
Commission % |
1 - 15 plans |
10% commission |
16 - 30 plans |
15% commission |
31 - 49 plans |
17.5% commission |
50+ plans |
20% commission |
Payment will be mailed to the affiliate every 30 days assuming a minimum earned sales fee/commission of US$50.00; until which point, affiliate account will be credited. Each payment submitted to you hereunder shall be based upon a sales report generated by Us indicating the number of qualifying sales, if any, completed during the prior month. If you dispute the content of any report provided hereunder, you shall notify AtlasAssist, in writing within seven (7) days following the end of such disputed month, after which time such report and any payment related thereto, shall be deemed final and uncontestable. Any dispute regarding such report shall be resolved by and between AtlasAssist and You.
Term and Termination of the Agreement
Initial Effective Date of this Agreement will begin on the date of notification of approval of your Affiliate Application. Renewal of this Agreement shall automatically occur one (1) year to the anniversary of the Initial Agreement Effective Date. And such renewal shall recur on each subsequent anniversary year of Initial Effective Date, unless one party provides the other party with written notice of non-renewal no later than forty five (45) days prior to expiration of Initial Effective Date or current Renewal Term.
Either party may terminate this Agreement at any time by giving the other party forty five (45) days written notice. We may also reserve the right to terminate this Agreement immediately upon written notice for non-compliance with this Agreement or any violation of law.
Ownership of AtlasAssist Website and User information
You agree AtlasAssist owns all intellectual property rights including, but not limited to, all copyrights, patents, trademarks and trade secrets in connection with and in all version of the AtlasAssist website.
You agree that any customer that is referred to us from an Affiliate website and/or customer who purchase travel insurance plans from an Affiliate Co-branded Site will be considered customers of AtlasAssist, and AtlasAssist will own all information related to or generated by such Users. You agree that all AtlasAssist rules, policies, and procedures including but not limited to policies relating to User personal identification information, customer orders, customer service and order fulfillment will apply to such Users. AtlasAssist reserves the right to change such rules, policies, and procedures at any time.
Confidentiality
Except with the consent of the other party, each party agrees that all information concerning the other party, including, without limitation to, the terms of this Agreement, business and financial information, customer and vendor lists, and pricing and sales information, will remain confidential and will not be utilized, directly or indirectly, by such party for any purpose except and to the extent (1) necessary to complete obligations under this Agreement or (2) that any such information is known or available to the public through a source or sources other than such party or any affiliate of such party.
Representation and Warranties:
You represent and warrant that (a) you are not an ineligible party as stated in the general provision and general conditions (b) you are the sole and exclusive owner of your marks and have the right to grant to AtlasAssist the license to use them as described in this agreement (c) Your website and programs are in compliance with all applicable laws and regulations and do not contain any material that is fraudulent, defamatory, offensive, violent, obscene, harmful or unlawful (d) you , if you are a company are duly organized, validly existing and in good standing, and are qualified and/or licensed to do business in all jurisdictions to the extent necessary to carry out your obligations under this agreement (e) Your execution, delivery and performance of this agreement will not violate or constitute a default under any agreement to which you are a party (f) you have the legal capacity and power to execute, deliver and perform this agreement (g) this agreement has been duly and validly executed and delivered by you by clicking on “ I Accept” button at the end of this agreement and constitutes your legal, valid and binding obligation, enforced against you in accordance with its terms (h) you have the full right, power, and authority to enter into and be bound by the terms and conditions of this agreement and perform your obligations under this agreement, without the approval or consent of any other party (i) you have sufficient right, title ,and interest in and to your materials to grant the rights granted to us in this agreement (J) there is no pending , or to the best of your knowledge, threatened claim, action or proceeding against you or any affiliate of yours, with respect to your execution, delivery or performance of this Agreement, or with respect to the materials you will deliver under this agreement, and to the best of your knowledge, there is no basis for any such claim, action or proceeding. These representation and warranties survive termination or expiration of this Agreement.
Limitations of Liability
WE WILL NOT BE LIABLE TO YOU UNDER ANY CIRCUMSTANCES 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 (INCULING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWELL 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 WILL ATLASASSIST ‘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, defend and hold harmless AtlasAssist and its employees, representatives, agents and corporate affiliates (each, an “Indemnified Party”), against any and all claims, suits, actions, or other proceedings brought against the Indemnified Party based on or arising from any claim (i) that the use of any material provided by you infringes on any copyright, patent, trademark, trade secret or any other intellectual property or other right of any third party, (ii) resulting from your costs, damages, and expenses, including, but not limited to, reasonable attorneys’ fees and costs awarded against or otherwise incurred by the indemnified Party in connection with or arising from any such claim, suit, action, or proceeding.
Disclaimer:
We make no express or implied representations or warranties regarding the AA site or its performance, availability or functionality. Any implied warranties of merchantability, fitness for a particular purpose, and non-infringement from AtlasAssist are expressly disclaimed and excluded. In addition, we make no representation or warranty 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.
Miscellaneous:
a) Each party will at all times 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 b) You may not assign your rights or obligations under this Agreement to any party c) You understand that we may at any time, directly or indirectly, engage in similar arrangements on terms that may differ from those contained in the Agreement or we may operate web sites that are similar to or compete with your web site and Programs d) Your have independently evaluated this Agreement and are not relying on any representation, guarantee, or statement from us or anyone else, other than as expressly set forth in this Agreement e) THIS AGREEMENT WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA WITHOUT REGARD TO THE CONFLICTS OF LAWS PRINCIPLES THEREOF. YOU CONSENT TO THE EXCLUSIVE JURISDICTION IN THE STATE AND/OR FEDERAL COURTS LOCATED IN BROWARD COUNTY, FLORIDA IN ANY DISPUTE INVOLVING THIS AGREEMENT f) Except as otherwise permitted by the Agreement, no amendment to this Agreement or waiver of any right or obligation created by this Agreement will be affective unless it is in writing and signed by both you and us. Our waiver of any breach or default will not constitute a waiver of any different or subsequent breach or default g) This Agreement represents the entire agreement between AtlasAssist and you and supersedes all prior agreements and communications we may have had with respect to the subject matter here of, oral or written h) Neither party will be liable for failure to perform or delay in performing any obligation under this Agreement if such failure or delay is due to fire, flood, earthquake, strike , war (declared or undeclared), commercial impracticability, embargo, blockage, legal prohibition, governmental action, riot, insurrection, damage, destruction or any other cause beyond the reasonable control of such party I) if any provision of this Agreement is held to be in valid, illegal or unenforceable for any reason, such invalidity, illegality or unenforceability will not affect any provisions of this Agreement, and this Agreement will be construed as if such invalid, illegal or unenforceable provision had never been contained herein j) 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.
|