This
Agreement
contains the
complete terms
and conditions
that apply to
an
individual's
or entity's
participation
in the
Orbitsat.com
Partners
Program (the
"Program"). As
used in this
Agreement,
"we" means
Orbit
Communication
Corp., and
"you" means
the applicant.
"Site" means a
World Wide Web
site and,
depending on
the context,
refers either
to
Orbitsat.com's
site located
at the URL
www.Orbitsat.com
or to the site
that you will
link to our
site (and
which you will
identify in
your Program
application).
1. Enrollment
in the Program
To begin the
enrollment
process, you
will submit a
complete
Program
application
via our site.
We will
evaluate your
application in
good faith and
will notify
you of your
acceptance or
rejection. We
may reject
your
application if
we determine
(at our sole
discretion)
that your site
is unsuitable
for the
Program.
Unsuitable
sites include
those that:
If we reject
your
application,
you are
welcome to
reapply to the
Program at any
time. You
should also
note that if
we accept your
application
and your site
is thereafter
determined (at
our sole
discretion) to
be unsuitable
for the
Program, we
may terminate
this
Agreement.
2.Links on
Your Site
Once you have
been notified
that your site
has been
accepted into
the Program,
you may
provide on
your site one
or more of the
following
types of links
to our site:
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Product
links:
You may
select one
or more
Products
to list on
your site.
A
"Product"
is any
satellite
products
or
consumer
electronics
product
listed on
our site
under any
of the
"DIRECTV
Satellite
Systems,"
or
"Consumer
Electronics"
tabs, but
does not
include
any other
type of
product,
products
located in
any other
part of
our site
or any
products
not
fulfilled
by us,
such as
products
found
through
our
product
finder
feature
which
allows
users to
find
products
sold by
other
merchants
on the
Internet.
For each
selected
Product,
you will
display on
your site
a short
description,
review, or
other
reference.
You will
be
responsible
for the
content,
style, and
placement
of these
references.
You will
provide a
Special
Link (as
defined
below)
from each
Product
reference
on your
site to
the
corresponding
Orbitsat.com
online
store
entry.
Each such
link will
connect
directly
to a
single
item in
our online
store. You
may add or
delete
Products
(and
related
links)
from your
site at
any time
without
our
approval.
Satellites
Systems
(but not
other
types of
Products)
that are
individually
listed and
linked as
described
above are
referred
to as
"Individually
Linked
Satellite
Systems."
You may
not list
products
on your
site that
are not
"Products"
as defined
above.
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Search
box link:
You may
provide an
Orbitsat.com
search box
on your
site that
will
permit
your site
visitors
to link
directly
to a page
on our
site that
contains
the
results of
their
search
queries.
We will
provide
you with
technical
specifications
describing
how to
include
an
Orbitsat.com
search box
on your
site.
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General
link to
Orbitsat.com
home page:
You may
provide a
general
link on
your site
to our
home page
at http://www.Orbitsat.com.
We will
provide
you with
guidelines
and
graphical
artwork to
use in
linking to
our home
page. We
will
provide
you with
guidelines
and
graphical
artwork to
use in
linking to
our home
page. To
permit
accurate
tracking,
reporting,
and
referral
fee
accrual,
we will
provide
you with
special
"tagged"
link
formats to
be used in
all links
between
your site
and our
site. You
must
ensure
that each
of the
links
between
your site
and our
site
properly
utilizes
such
special
link
formats.
Links to
our site
placed on
your site
pursuant
to this
Agreement
and which
properly
utilize
such
special
link
formats
are
referred
to as
"Special
Links."
You will
only earn
referral
fees with
respect to
activity
on our
site
occurring
directly
through
Special
Links: we
will not
be liable
to you
with
respect to
any
failure by
you to use
Special
Links,
including
to the
extent
that such
failure
may result
in any
reduction
of amounts
which
would
otherwise
be paid to
you
pursuant
to this
Agreement. |
3. Order
Processing
We will
process
product orders
placed by
customers who
follow special
links from
your site to
our site. We
reserve the
right to
reject orders
that do not
comply with
any
requirements
such as
DIRECTV
Activation
Agreement. We
will be
responsible
for all
aspects of
order
processing and
fulfillment.
Among other
things, we
will prepare
order forms;
process
payments,
cancellations,
Chargebacks,
installation
and returns;
and handle
customer
service. We
will track
sales made to
customers who
purchase
products using
special links
from your site
to our site
and will make
available to
you reports
summarizing
this sales
activity. The
form, content,
and frequency
of the reports
may vary from
time to time
at our
discretion.
4. Referral
Fees
We will pay
you (in
accordance
with Sections
5 and 6 below)
referral fees
on certain
Product sales
to third
parties. For a
Product sale
to be eligible
to earn a
referral fee,
the customer
must follow a
Special Link
from your site
to our site,
select and
purchase the
Product using
our automated
ordering
system, accept
delivery of
the Product at
the shipping
destination,
and remit full
payment to us.
We will not,
however, pay
referral fees
on any
Products that
are added to a
customer's
Shopping Cart
or are
purchased via
our Add to
Cart feature
after the
customer has
reentered our
site (other
than through a
Special Link),
even if the
customer
previously
followed a
link from your
site to our
site. In
addition,
Products
listed in our
online
Cyberstore or
in search
results as "No
Stock" or
"Discontinued"
are not
eligible for
any referral
fees. You may
not purchase
products
during
sessions
initiated
through the
links on your
site for your
own use, for
resale or
commercial use
of any kind.
This includes
orders for
customers or
on behalf of
customers or
orders for
products to be
used by you or
your friends,
relatives or
Partners in
any manner.
Such purchases
may result (in
our sole
discretion) in
the
withholding of
referral fees
or the
termination of
this
Agreement.
Products that
are eligible
to earn
referral fees
under the
rules set
forth above
are referred
to as
"Qualifying
Products."
In addition,
you may not
directly or
indirectly
offer any
person or
entity any
consideration
or incentive
(including,
without
limitation,
payment of
money or
awarding of
any benefits)
for using
Special Links
on your site
to access our
site (e.g., by
implementing
any "rewards"
program for
persons or
entities who
use Special
Links on your
site to access
our site). If
we determine,
in our sole
discretion,
that you have
offered any
person or
entity any
such
consideration
or incentive,
we may
(without
limiting any
other rights
or remedies
available to
us) withhold
any referral
fees otherwise
payable to you
under this
Agreement.
5. Referral
Fee Schedule
You will earn
referral fees
based on
qualifying
revenues
according to
referral fee
schedules to
be established
by us.
"qualifying
revenues" are
revenues
derived by us
from our sales
of qualifying
products,
excluding
costs for
shipping,
handling,
gift-wrapping,
taxes, service
charges,
credit card
processing
fees, and bad
debt. The
current
referral fee
schedule is:
6. Income
Tax Liability
You must
understand and
agree that you
are acting as
an independent
contractor and
as such will
be responsible
for your own
Income Taxes
and any other
tax
liabilities
that affect
the sales of
our products
in your state.
By law, any
commissions in
excess of five
hundred ninty
nine ($599)
dollars must
be reported by
us on a
Federal Tax
form 1099
(that's why we
ask for your
SSAN-social
security
number on the
sign-up page).
You will be
sent this form
and are
required to
sign and
return to us
before any
'further
payment' to
you can or
will be
made.<BR><BR>
7. Referral
Fee Payment
We will pay
you referral
fees on a
quarterly
basis.
Approximately
30 days
following the
end of each
calendar
quarter, we
will send you
a check for
the referral
fees earned on
our sales of
Qualifying
Products that
were shipped
during that
quarter, less
any taxes that
we are
required by
law to
withhold.
However, if
the referral
fees payable
to you for any
calendar
quarter are
less than
$100.00, we
will hold
those referral
fees until the
total amount
due is at
least $100.00
or (if
earlier) until
this Agreement
is terminated.
If a Product
that generated
a referral fee
is returned by
the customer,
we will deduct
the
corresponding
referral fee
from your next
quarterly
payment. If
there is no
subsequent
payment, we
will send you
a bill for the
referral fee.
8. Policies
and Pricing
Customers who
buy products
through this
Program will
be deemed to
be customers
of
Orbitsat.com.
Accordingly,
all
Orbitsat.com
rules,
policies, and
operating
procedures
concerning
customer
orders,
customer
service, and
product sales
will apply to
those
customers. We
may change our
policies and
operating
procedures at
any time. For
example, we
will determine
the prices to
be charged for
products sold
under this
Program in
accordance
with our own
pricing
policies.
Product prices
and
availability
may vary from
time to time.
Because price
changes may
affect
products that
you already
have listed on
your site, you
may not
include price
information in
your product
descriptions.
We will use
commercially
reasonable
efforts to
present
accurate
information,
but we cannot
guarantee the
availability
or price of
any particular
product.
9. Identifying
Yourself as an
Affiliate
We will make
available to
you a small
graphic image
that
identifies
your site as a
Program
participant.
You must
display this
logo or the
phrase "In
association
with
Orbitsat.com"
somewhere on
your site. We
may modify the
text or
graphic image
of this notice
from time to
time. In
addition, we
encourage (but
do not
require) you
to include a
Special Link
on your site
to the
Orbitsat.com
home page at
http://dtv.Orbitsat.com.
You may not
make any press
release with
respect to
this Agreement
or your
participation
in the Program
without our
prior written
consent, which
may be given
or withheld in
our sole
discretion.
Please review
our Rules
Regarding
Partner
Communications
and Promotion.
10. Limited
License
We grant you a
nonexclusive,
revocable
right to use
the graphic
image and text
described in
Section 8 and
such other
images for
which we grant
express
permission,
solely for the
purpose of
identifying
your site as a
Program
participant
and to assist
in generating
product sales.
You may not
modify the
graphic image
or text, or
any other of
our images, in
any way. We
reserve all of
our rights in
the graphic
image and
text, any
other images,
our trade
names and
trademarks,
and all other
intellectual
property
rights. You
agree to
follow our
Trademark
Guidelines, as
those
guidelines may
change from
time to time.
We may revoke
your license
at any time by
giving you
written
notice.
Guidelines for
Using the
ORBIT
Communication
Trademark
These
guidelines
apply to your
use of
ORBITSAT.COM
(the
"Trademark")
in materials
which have
been approved
in advance by
Orbit
Communication
Corp.
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You may use
the
Trademark
solely for
the purpose
authorized
by Orbit
Communication
Corp.
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You may not
alter the
Trademark in
any manner.
For example,
you may not
change the
proportion,
color, or
font of the
Trademark.
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You may not
display the
Trademark in
any manner
that implies
sponsorship,
endorsement
by
Orbitsat.com,
Inc. outside
of your
involvement
in the
Partner
Program.
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You may not
use the
Trademark to
disparage
Orbitsat.com,
its products
or services,
or in a
manner
which, in
Orbit
Communication
Corp.
reasonable
judgment,
may diminish
or otherwise
damage Orbit
Communication
Corp.
goodwill in
the
Trademark.
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The
Trademark
must appear
by itself,
with
reasonable
spacing (at
least the
height of
the
Trademark)
between each
side of the
Trademark
and other
graphic or
textual
elements.
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You must use
the symbol
adjacent to
the
Trademark.
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You must
include the
following
statement in
your
materials
that include
the
Trademark:
Orbitsat.com
is the
registered
trademark of
Orbit
Communication
Corp.
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You
acknowledge
that all
rights to
the
Trademark
are the
exclusive
property of
Orbit
Communication
Corp. and
all goodwill
generated
through your
use of the
Trademark
will inure
to the
benefit of
Orbit
Communication
Corp.
Orbit
Communication
Corp. reserves
the right in
its sole
discretion to
modify these
guidelines at
any time.
Orbit
Communication
Corp..
reserves the
right to take
action against
any use that
does not
conform to
these
guidelines.
11.
Responsibility
for Your Site
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