BulkMunitions Affiliate Program Terms & Conditions

BulkMunitions Affiliate Program Agreement

This agreement governs your participation in the BulkMunitions Affiliate Program. You are not authorized to perform any services for or on behalf of BulkMunitions and BulkMunitions shall not be required to pay any commissions or other compensation to you unless and until such time as you have been accepted into the BulkMunitions Affiliate Program (as defined below) and you have affirmatively accepted this Agreement electronically or in writing, as required by BulkMunitions at the time of your acceptance as a Participant. Your participation in the Affiliate Program and use of the Program Site (as defined below) is also subject to BulkMunitions’s Privacy Policy, located at http://www.BulkMunitions.com/privacy-policy and Terms and Conditions, located at http://www.BulkMunitions.com/terms-and-conditions which are incorporated herein by reference.

The BulkMunitions Affiliate Program (the “Affiliate Program”) is operated by RBMHC Holdings, LLC, a Tennessee limited liability corporation (dba BulkMunitions). “BulkMunitions Site” means collectively, the BulkMunitions.com and BulkMunitions.com web sites and other web sites, owned and operated by BulkMunitions, that offer the Affiliate Program via the Program Site. Depending on the context, BulkMunitions Site may mean multiple or only one of those websites. In this agreement, the terms “Participant”, “you” and “your” refer to you (the applicant), and “Your Site” refers to the website from which you will link to the BulkMunitions Site pursuant to the Affiliate Program.

  1. Description of Affiliate Program

The Affiliate Program provides Participants the ability to earn commissions as compensation for referring customers to the BulkMunitions service (the “Service”) available at the BulkMunitions Site or any successor web site(s) thereof, or other URLs owned or controlled by BulkMunitions at which the Service may be made available from time to time and generating online sales of the Service.

In order to become a Participant, you must submit an application at https://bulkmunitions.com/affiliate-area/ (the “Program Site”) and complete the Participant application, as further described in Section 2 below. We will evaluate your application and notify you of your acceptance, in BulkMunitions’s sole discretion. Until you are notified of your acceptance and you have affirmatively accepted the terms of this Agreement, you are not authorized to distribute the Service or generate online sales to the Service for or on behalf of BulkMunitions and you will not be entitled to any commissions or compensation from BulkMunitions.

Following your acceptance as a Participant, you will have the right to utilize a self-service web application so as to access BulkMunitions links, banner ads, and other Integration elements that link to the BulkMunitions Site (collectively, the “Integrations”), as made available by BulkMunitions in accordance with Section 7(B) below. Subject to the terms of this Agreement, Participants may include any or all such Integrations on Your Site. Users who link to the BulkMunitions Site via an Integration on Your Site and purchase the Service in the same session are attributed to the Participant. When such users purchase the Service during the term of this Agreement, the relevant Participant is eligible for a commission for such sale as described in Section 3 (Commission Fees) below.

  1. Required Information: Affiliate Account

In order to become a Participant, you must provide BulkMunitions with the information required in the online application form located on the Program Site. As part of this process, U.S.-based Participants must provide BulkMunitions with a social security number or taxpayer identification number for payment and record keeping purposes. In addition, the Participant must submit an executed IRS Form W-9 to BulkMunitions via mail or email to the address set forth below under Section 18 (Notice). Failure to provide BulkMunitions with an updated W-9 will result in the withholding of earned commission payments until the form is received.

You are responsible for maintaining the confidentiality of the email address and password that you designate as your login combination, and you are fully responsible for all activities that occur under your email address and password. You agree to immediately notify BulkMunitions of any unauthorized use of your email address or password or any other breach of security. BulkMunitions will not be liable for any loss or damage arising from your failure to comply with this provision.

  1. Commission Fees

BulkMunitions will pay you a Commission Fee on each Qualifying Sale to the Service purchased during the Term. “Qualifying Sale” means a first-time purchase by a customer after linking to the BulkMunitions Site from Your Site via an Integration.

Commission Fee Schedule:

You will earn Commission Fees based on either the sale price of Qualifying Sales according to fee schedules to be established by us. “Sale price” means the sale price listed on the BulkMunitions Site and excludes costs for shipping, handling, rebates, refunds, returns, charge backs, cancellations and taxes. The current Commission Fee Schedule is available to you through the Program Site.

Commission Structure:

BulkMunitions may offer special pricing and discounts in its sole discretion. BulkMunitions has no obligation to revise this Agreement when it changes its fees and/or offers special pricing or discounts.

If a Qualifying Sale for which a Commission Fee is paid to Participant is later refunded or charged back, the relevant Commission Fee will be deducted from the next payment sent to Participant following such event. In addition, charge backs and refunds will be counted against the aggregate number of Qualifying Sales in determining eligibility for any bonuses paid by BulkMunitions from time to time in its sole discretion.

Please note that BulkMunitions reserves the right to change any of the terms and conditions in this Agreement at any time, including the Commission Fee Schedule and payment terms described in this Section 3, by posting a new agreement on the Program Site (or any successor or replacement web site thereof), as described below in more detail in Section 14 (Modifications).

  1. Commission Fee Payments

Within approximately 15 days after the end of each calendar month during the Term, BulkMunitions shall deliver to you (1) the aggregate Commission Fees (less any taxes required to be withheld under applicable law) due to you with respect to such calendar month and (2) a statement of Qualifying Sales & Qualifying Leads activity with respect to such calendar month. BulkMunitions will make such payments by check, direct deposit or PayPal in the name of and to the address you provide to BulkMunitions on the Program Site (the “Payee Information”). You will be responsible for updating the Payee Information by logging on to the Program Site and updating your account information. BulkMunitions reserves the right to not send a payment to you until such time as the aggregate payment due to you is at least $10.00. In its last regularly scheduled payment to Participants in each calendar year, BulkMunitions will distribute the aggregate amount then owing to you, even if such amount is less than $10.00.

  1. Sales Payment Processing

BulkMunitions will be solely responsible for processing every Qualifying Sale. Payment processing, cancellations and refund processing, and related customer service are the responsibility of BulkMunitions. All of the rules, operating procedures and policies of BulkMunitions regarding customer sales will apply to all sales orders BulkMunitions receives. BulkMunitions reserves the right to reject any sales order that does not comply with its rules, operating procedures and/or policies. Participant is not permitted to make any exceptions to BulkMunitions’s rules, operating procedures or policies or otherwise communicate with customers about these rules except with BulkMunitions’s prior written authorization, which may be withheld in BulkMunitions’s sole discretion.

  1. Tracking of Qualifying Sales

BulkMunitions will be solely responsible for tracking sales. Statements of sales activity will be provided to Participant as described in Section 4 (Commission Fee Payments) above. To protect the privacy of BulkMunitions’s customers, the e-mail addresses and other personally identifying information of customers will not be provided to Participant. All information about customers and users collected by BulkMunitions shall be owned solely and exclusively by BulkMunitions.

  1. Intellectual Property

A) Your Site

You shall ensure that none of the materials utilized or displayed on the Your Site, including your logo and preamble text, infringe upon the rights, including the intellectual property rights, of any third parties. You must have express permission to use another party’s copyrighted material. BulkMunitions will not be responsible if you use another party’s copyrighted material in violation of the law.

B) Provision of Integrations

BulkMunitions is responsible for providing all Integrations to Participants via the Program Site in a form ready to use by the Participants. BulkMunitions shall have the right, in its sole discretion, to direct any or all Participants to immediately cease to use, display and distribute any and/or all Integrations provided by BulkMunitions pursuant to this Agreement, and the Participants shall promptly comply with such direction. Further, BulkMunitions shall have the right at any time to replace, update or amend any existing Integrations already being used, displayed or distributed by Participants in connection with their performance hereunder, and the Participants shall promptly replace such existing Integrations upon notice from BulkMunitions.

C) Use of BulkMunitions Intellectual Property

As between the parties, Participant acknowledges and agrees that BulkMunitions owns all right, title and interest in and to all patents, copyright, trademarks, trade secrets, service marks, trade names and other intellectual property in the BulkMunitions Site, the Program Site, the Integrations and the Service and any software provided by BulkMunitions in connection with this Agreement (the “BulkMunitions Intellectual Property”). Participant shall not take any action inconsistent with such ownership by BulkMunitions, nor attempt to register any BulkMunitions Intellectual Property in any jurisdiction.

BulkMunitions hereby grants to Participant, for the Term of this Agreement, a non-exclusive, non-transferable license to use the BulkMunitions Intellectual Property contained in the Integrations, subject to BulkMunitions’s approval, for the express limited purpose of performing under this Agreement. You, by virtue of this Agreement, shall not obtain or claim any right, title or interest in or to the BulkMunitions Intellectual Property, except the right of use as specified herein, and you acknowledge and agree that all such use shall inure to the benefit of BulkMunitions.

Participant shall use the BulkMunitions Intellectual Property only as provided by BulkMunitions, and shall not alter copy, modify, take, sell, re-use, or distribute in any manner any of the BulkMunitions Intellectual Property in any way except as otherwise permitted under this Agreement. BulkMunitions shall have the right to monitor the quality of Participant’s use of the BulkMunitions Intellectual Property. Any references to the BulkMunitions Intellectual Property shall contain the appropriate trademark, copyright or other legal notice provided from time to time by BulkMunitions. Upon a request from BulkMunitions, Participant shall promptly cease use of any and all BulkMunitions Intellectual Property, on the Your Site and elsewhere.

  1. BulkMunitions Policies Apply to All Orders

Every user who purchases through the Affiliate Program is deemed to be a customer of BulkMunitions. Participant does not have the authority to make or accept any offer on behalf of BulkMunitions. All BulkMunitions policies regarding customer orders for the BulkMunitions Site will apply to these customers, including those set forth in the BulkMunitions Privacy Policy and Terms and Conditions. BulkMunitions is not responsible for any representations made by Participant that contradict BulkMunitions’s policies.

  1. Prices and Availability

Prices charged for Service sold under this program will be determined by BulkMunitions according to its own pricing policies. Prices may vary from time to time as determined in BulkMunitions’s sole discretion. BulkMunitions policies will always determine the price paid by the customer.

  1. Prohibited Content and Activities; Complaints

Prohibited Content and Activities

You may not display any of the following content or engage in any of the following activities:

Sexually explicit material (pornography);

Promotion of discrimination based on race, sex, religion, national origin, physical disability, or age;

Promotion of illegal activities;

Promotion or display of defamatory, libelous or harmful material or material that otherwise infringes upon the rights of any third parties;

Directly or indirectly offer any person or entity any consideration or incentive (including, without limitation, payment of money (including any rebate), or granting of any discount or other benefit) for using Integrations on Your Site to access the BulkMunitions Site (e.g., by implementing any “rewards” program for persons or entities who use Integrations on Your Site to access the BulkMunitions Site) unless previously authorized by BulkMunitions;

Listing Affiliate Link on Coupon, Promo, or Deals sites;

Read, intercept, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to us by any person or entity;

In any way modify, redirect, suppress, or substitute the operation of any button, link, or other interactive feature of the BulkMunitions Site which interferes with the accurate reporting and issuing of credit

Make any sales orders, or engage in other transactions of any kind on the BulkMunitions Site on behalf of any third party, or authorize, assist, or encourage any other person or entity to do so;

Take any action that could reasonably cause any customer confusion as to our relationship with you, or as to the site on which any functions or transactions (e.g., search, order, browse, and so on) are occurring;

Use of a gateway or framing of our site or any other activity which results in any rendered page on the BulkMunitions site not having the actual and accurate BulkMunitions domain name in the address bar of the user’s browser;

Use Integrations to make purchases on your behalf or on behalf of your immediate family from the BulkMunitions site;

Use your Affiliate Link or Affiliate Code to make purchases on your behalf or on behalf of your immediate family from the BulkMunitions site;

Other than providing Integrations on Your Site in accordance with this Agreement, post or serve any advertisements or promotional content promoting the BulkMunitions Site or otherwise around or in conjunction with the display of the BulkMunitions Site (e.g., through any “framing” technique or technology or pop-up or pop-under windows), or assist, authorize, or encourage any third party to take any such action unless previously authorized by BulkMunitions;

Attempt to intercept or re-direct (including, without limitation, via user-installed software) traffic from or on, or divert commission fees from, any web site that participates in the Affiliate Program;

Spamming of Participant’s users;

Seek to purchase or register any keywords, search terms or other identifiers that include or contain BulkMunitions’s trademarks, service marks, trade names and branding or any variation or misspellings thereof for use in any search engine, portal, sponsored advertising service or other search or referral service; or

Any other content or activity that BulkMunitions finds objectionable in its sole discretion. This includes but is not limited to posting to third-party sites such as Craigslist.com, Backdoor.com or repeated posts to any other site or online community which the affiliate does not manage or have ownership of.

If we determine, in our sole discretion, that you have engaged in any of the foregoing activities or, as the case may be, refused promptly to comply with a request from us to remedy any prohibited activity, we may (without limiting any other rights or remedies available to us) withhold any Commission Fees otherwise payable to you under this Agreement and/or terminate this Agreement.

  1. Web Site Service Interruption

BulkMunitions will use commercially reasonable efforts to keep the BulkMunitions Site, the Program Site and the Service operational. However, certain technical difficulties may, from time to time, result in temporary service interruptions. Participant agrees not to hold BulkMunitions liable for any of the consequences of such interruptions.

  1. Prohibitions Regarding Use of Electronic Communications

Electronic Communication includes email messages, text messages, and any other form of non-verbal communication occurring without the use of physical mail. You agree that you are bound to act in compliance with all applicable federal, state and local laws and regulations, including without limitation, the CAN-SPAM Act of 2003 (“CAN-SPAM”) and the Children’s Online Privacy and Protection Act of 1998 (“COPPA”) when using Electronic Communication on behalf of BulkMunitions.

  1. Term of the Agreement

This Agreement shall commence on the day it is accepted by the Participant and shall continue until terminated by Participant or BulkMunitions as provide herein (the “Term”).

  1. Modifications

BulkMunitions reserves the right to change any of the terms and conditions in this Agreement, at any time and in its sole discretion, by posting a new agreement reflecting such changes on the Program Site, such changes to be effective upon posting. Modifications may include, for example, changes in the scope of available Commission Fees, payment procedures, and Affiliate Program rules. BulkMunitions will not be required to provide notice to Participants of changes to the Agreement other than by posting the revised Agreement as described above. Participant may not change or modify this Agreement. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE AFFILIATE PROGRAM FOLLOWING OUR POSTING OF A NEW AGREEMENT ON THE PROGRAM SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.

  1. Termination of this Agreement

Either party, with or without reason, acting in its sole discretion, may choose to cancel this Agreement at any time by written notice of cancellation to the other. Such cancellation will be effective immediately after such notice.

Upon termination of this Agreement, Participant shall immediately cease the performance of all services being conducted by Participant under this Agreement, and shall immediately cease use of all BulkMunitions Intellectual Property and the Program Site.

You are eligible to earn Commission Fees only on Qualifying Sales that occur during the term, and Commission Fees earned through the date of termination will remain payable only if the related orders are not canceled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.

  1. Warranty Disclaimer

BulkMunitions makes no warranties, representations or conditions with regard to the Affiliate Program, the BulkMunitions Site, the Program Site or the Service, whether express or implied, arising by law or otherwise, including without limitation any implied warranty of merchantability or fitness for a particular purpose or non-infringement or any implied warranty arising out of course of performance, course of dealing or usage of trade. Further, BulkMunitions expressly disavows any obligation to indemnify Participant or any of its representatives or owners in connection with any lawsuit or other proceeding arising out of any of Participant’s users’ use of the BulkMunitions Site or the Service. In addition, we make no representation that the operation of the BulkMunitions Site will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors; however, we will make commercially reasonable efforts to correct errors or interruptions promptly.

  1. Limitation of Liability

BulkMunitions shall have no liability for any indirect, incidental, special or consequential damages or any loss of revenue or profits arising under or with respect to this Agreement or the program, even if BulkMunitions has been advised of the possibility of such damages. Further, BulkMunitions’s aggregate liability arising under or with respect to this agreement or the program shall in no event exceed the total Commission Fees paid or payable by BulkMunitions to Participant under this Agreement.

  1. Notice

All notices and requests in connection with this Agreement will be given in writing and will be deemed given as of (1) the day they are received if sent either by messenger, delivery service, or the U.S. mail or (2) the date sent if delivered by email or fax, and addressed as follows:

If to BulkMunitions:

BulkMunitions Affiliate Program

5201 Kingston Pike

Suite #1-101

Knoxville, TN 37919

Affiliates@BulkMunitions.com

If to Participant:

To the postal address, email address and/or fax number provided by Participant to BulkMunitions on the Program Site.

  1. Representations and Warranties

Participant represents and warrants that it has the necessary and full rights, power, authority and capabilities to enter into this Agreement and to perform its obligations hereunder and that the execution of and performance of its obligations under this Agreement will not violate the rights of any third party, nor any applicable federal, state and local law or regulation.

  1. Independent Investigation

YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT OR OPERATE WEB SITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE AFFILIATE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.

  1. Indemnification

You acknowledge that by entering into and performing its obligations under this Agreement, we do not assume and should not be exposed to the business and operational risks associated with your business, or any aspects of the operation or content of Your Site(s). Accordingly, in addition to any other indemnification obligations contained in this Agreement, you shall protect, defend, hold harmless and indemnify us and our parent or related entities from and against any and all claims, actions, liabilities, losses, costs and expenses, even if such claims are groundless, fraudulent or false (including court costs and reasonable attorneys’ fees) incurred as a result of claims of customers or other third parties against us and our affiliates, licensors, suppliers, officers, directors, employees and agents arising from or connected with any of the content or activities of Your Site(s) (including without limitation any activities or aspects thereof or commerce conducted thereon) or related business, or your misuse, unauthorized modification or unauthorized use of the Integrations provided by us hereunder.

  1. Miscellaneous

Participant and BulkMunitions are independent contractors and nothing in this agreement is intended to or will create any form of partnership, joint venture, agency, franchise, sales representative or employment relationship between the parties. Participant shall not assign this Agreement, by operation of law or otherwise, without the prior written consent of BulkMunitions. Subject to the foregoing restriction, this Agreement is binding upon, insures to the benefit of and is enforceable by the parties and their respective successors and assigns. Our failure or agreement not to enforce your strict performance of any provision of this Agreement in a given instance will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.

  1. Governing Law; Jurisdiction

This Agreement shall be governed by the laws of the State of Tennessee without reference to its choice of law principles. Any legal action, suit or proceeding arising out of or relating to this Agreement will be instituted exclusively in a court of competent jurisdiction, state or federal, located in the State of Tennessee, Knox County, and in no other jurisdiction. The parties hereby irrevocably consent to personal jurisdiction and venue in, and agree to service of process authorized by, such courts.

  1. Confidentiality

Except as otherwise provided in this Agreement or with our prior written consent, you agree that all information including, without limitation, the terms of this Agreement, our business and financial information, our customer lists and purchase history, and our pricing and sales information, shall remain strictly confidential and shall not be utilized, directly or indirectly, by you for your own business purposes or for any other purpose except and solely to the extent that any such information is generally known or available to the public through a source or sources other than you or your affiliates. Notwithstanding the foregoing, you may deliver a copy of any such information (a) pursuant to a subpoena issued by any court or administrative agency, (b) to your accountants, attorneys, or other agents on a confidential basis, and (c) otherwise as required by applicable law, rule, regulation or legal process, upon written notification to BulkMunitions.

  1. Remedies to BulkMunitions

Violation of any of the terms or prohibitions contained in this Agreement may result in, among other things, (a) the immediate termination of this Agreement; (b) the withholding of Commission Fees due to you; or (c) the commencement of an action by BulkMunitions against you seeking, without limitation, injunctive relief, recovery of actual, statutory or punitive damages.

We have the right in our sole and absolute discretion to monitor Your Site(s) at any time and from time to time to determine if you are in compliance with the terms of this Agreement, and you agree to provide us with unrestricted access to Your Site(s) for such purpose.

  1. Geographic Restrictions

Residents of California, Louisiana and Pennsylvania are prohibited from participating in the Affiliate Program.

  1. Compliance

Participants are solely responsible for complying with all federal, state, and local laws, regulations, and ordinances.  Among other things, Participants must comply with the federal regulations governing “endorsers” and disclosures.

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