Revision Date: May 23, 2016
Arccos Referral Agreement
This agreement (the “Agreement) is made between ARCCOS GOLF, LLC (the “Company”), and [FULL NAME], (the “Referrer”), and collectively, the “Parties”) for participation in The Company’s Referral program. If Referrer does not want to participate in the Referrer program, please disregard the following agreement.
Referrer wishes to promote Company, and to include a referral code to Company’s website within those materials on Referrer’s website; NOW THEREFORE, in consideration of the mutual promises, covenants, warranties, and other good and valuable consideration set forth herein, the Parties agree as follows:
1. Promotional Materials. Company shall make available to Referrer a unique referral code for use and attribution
2. Referral program dates. The Arccos referral program is active starting May, 2016.
a. In exchange for Referrer’s promotion of Company, and for Referrer’s compliance with and performance of the terms and conditions of this Agreement, Company shall pay to Referrer a commission (the “Commission”) in the form of an electronically-delivered gift card valuing $50 for each sale of the Arccos Golf System (SKU nos. 10010 (US); 10011 (CAN)) made using Referrer’s unique referral code on ArccosGolf.com.
b. Company shall keep accurate and up-to-date records of the data used to determine the total amount of Commissions owed to Referrer. Referrer shall be given reasonable access to these records upon request, and will be provided updates on commissions, if applicable, regularly. Any discrepancy between the amount of Commissions owed according to these records, and the actual amount of Commissions paid to Referrer in any period or periods shall be rectified by Company within 30 days of discovering such discrepancy.
c. Commissions are to be paid out no sooner than 30 days following the completion of the referral sale to protect Company in the event of any chargeback that may occur. Payment is made via email by way of an Amazon gift card.
d. In the event that Referrer materially breaches this Agreement and Company terminates this Agreement within 60 days of such breach, then any accrued and payable Commissions owing to Referrer shall be forfeited, and Company shall not be obligated to pay such Commissions to Referrer.
e. Referrer will not engage in the distribution of any unsolicited bulk emails (spam) in any way mentioning or referencing Company or Company’s website.
4. Indemnification. Referrer shall indemnify Company and hold harmless Company from any claim, damage, lawsuit, action, complaint, or other costs arising out of any breach of Referrer’s agreement. Referrer shall also indemnify and hold harmless Company for any damage, loss or other cost arising out of the use or misuse by Referrer of the Promotional code.
5. Confidentiality. Any information that Referrer is exposed to by virtue of its relationship with Company under this Agreement, which information is not available to the general public, shall be considered to be “Confidential Company Information.” Referrer may not disclose any Confidential Company Information to any person or entity, except where compelled by law, unless Referrer obtains prior written consent for such disclosure from Company.
a. This Agreement shall take effect immediately, and shall remain in full force and effect indefinitely, or until terminated pursuant to this Section 2.
b. Either Party shall have the right to terminate this Agreement at any time and for any cause. The terminating Party must give written notice to the other Party at least 30 days prior to the intended date of termination.
7. Taxes. Company shall not be responsible for any taxes owed by Referrer arising out of Referrer’s relationship with Company as set forth in this Agreement. Company shall not withhold any taxes from the Commissions paid to Referrer.
8. Limitation of Liability. Company shall not be liable for any loss of profits or costs, or for any direct, indirect, special, incidental or consequential damages, including costs associated with the procurement of substitute goods or services (whether Company was or should have been aware or advised of the possibility of such damage), arising out of or associated with any loss, suspension or interruption of service, termination of this Agreement, use or misuse of the Promotional Materials, or other performance of services under this Agreement.
9. Counterparts. This Agreement may be executed in several counterparts, each of which shall constitute an original and all of which, when taken together, shall constitute one agreement.
10. Severability. If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.
11. Headings. The headings for section herein are for convenience only and shall not affect the meaning of the provisions of this Agreement.
12. Entire Agreement. This Agreement constitutes the entire agreement between Company and Referrer, and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement.