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LEGAL
Please review the following terms of the Insound Affiliate Agreement. Click on the "I accept" button at the
bottom of the agreement to continue.
This Agreement is between Insound, LLC. ("Insound" or "We"), and you, the participant ("You"), and relates to
your participation in the Insound Affiliate Program ("Program").
Insound investigates affiliate sites and removes those in violation of this membership agreement.
1. Linking to Insound
a) You can link your site to areas within Insound's site using special URLs given upon registration in the
Program. There is no limit to the number of links to Insound's site that you post on your site. You may add or
remove links at your discretion. You may decide where to link within Insound's site, and where to post the links
on your site. You can also post as many links as you like on your site.
b) It's your responsibility to notify Insound of any malfunctioning of the link or any other problems with your
participation in the Program. We will try to respond promptly to all concerns after you let us know about them.
c) As a member, you may not promote your Insound's links through unsolicited emailing (i.e. spamming), newsgroup
postings, or any other method of mass communication.
2. Tracking Commissions
a) When a customer enters Insound's site from your site using one of your custom Insound links and purchases
any Insound merchandise, your affiliate account will be credited based on a commission equal to the following
graduated percentages of monthly net revenues* actually received by Insound from those purchases:
| Monthly Net Revenues |
Commission % for that month |
| 0-$499.99 |
7% |
| $500.00-$1,499.99 |
8%** |
| $1,500.00-$2,999.99 |
9%** |
| $3,000.00-$4,999.99 |
10%** |
| $5,000.00-$7,999.99 |
11%** |
| $8,000.00-$10,999.99 |
12%** |
| $11,000.00-$13,999.99 |
13%** |
| $14,000.00-$16,999.99 |
14%** |
| $17,000.00 and over |
15%** |
*Net revenues
"Net Revenues" means the amounts actually received by Insound equal to the item price charged on Insound's Site,
less discounts and/or other reductions and returns from purchases of the products made by customers.
**Bonus commission
For example, if total net revenues for a month are $1,300.00, you will receive a credit of 8% of $1300.00 =
$104.00. Net Revenues are calculated from the INSOUND item price (shipping, handling and other fees are not
included in the item price), less discounts and/or other reductions. Please allow a few days after the end of
each month for your commission to be calculated.
b) Credit is given to the site that first links the customer to INSOUND during any particular session.
A session is the delivery of any pages of INSOUND's site to a user where no two pages are delivered more
than two hours apart (current technology allows our computers to "remember" the link history of a user for
about two hours after the user leaves INSOUND's site).
i) For example, if a user enters INSOUND's site through your link, proceeds to visit other sites, and then
returns to INSOUND's site to make a purchase within two hours, your account will be credited for the purchase.
c) We only give credit for items shipped (i.e. not backordered or canceled items).
3. Order Policy
a) INSOUND shall have the sole right and responsibility for processing all orders and tracking sales made
via the link from your site. All determinations of commission amounts will be made by INSOUND and will be final
and binding on the parties. You acknowledge that all sales agreements relating to an order will be between
INSOUND and the customer, and all orders accepted will be subject to INSOUND's then current terms and conditions
of sale. Those terms and conditions may be changed at any time, without notice. Prices for the products will
be set solely by INSOUND in its discretion.
b) You agree not to make any representations, warranties or other statements concerning any customer
service matter, including INSOUND's site policies, product availability and/or pricing. INSOUND is not
responsible for any statements you might make which contradict any information found on INSOUND's site.
4. Site Qualification
We may exclude sites that we feel do not qualify for participation in the Program because those sites:
i) promote sexually explicit material,
ii) promote violence,
iii) promote illegal activities,
iv) promote discrimination based on race, sex, religion, national origin, physical disability, sexual
orientation or age, or
v) violate intellectual property rights.
5. Scope of Agreement
a) Participation in the Program constitutes your agreement to be bound by the terms and conditions of this
Agreement. INSOUND reserves the right, at its discretion, to change, modify, add or delete any portion of this
Agreement at any time. Notification of changes to this Agreement will be posted in the Member's Section of the
Program.
b) If the terms or conditions of this Agreement in its current form, or any future changes to this Agreement
are unacceptable to you, or cause you to no longer be in compliance with the Agreement, you may cancel
participation in the Program by ceasing use of your unique Insound URL(s) and promptly notifying
INSOUND of the same (see Section 8 regarding termination). Your continued participation in the Program now,
or within thirty (30) days following the posting of notice of any changes in these terms and conditions, will
constitute a binding acceptance by you of such rules, changes or modifications.
c) INSOUND may change, suspend or discontinue any aspect of the Program at any time, including the
availability of any Program feature, database, or content, with or without notice.
6. Licensing; Ownership
a) INSOUND grants you a revocable, non-exclusive, worldwide license to use the name, logos, trademarks, service
marks, trade dress and proprietary technology, as designated during the registration process, on your site for
the sole purpose of creating a link from your site to INSOUND's site during your participation in the Program.
Except as expressly set forth in this Agreement, you may not copy, distribute, modify, reverse engineer, or
create derivative works from the same.
b) You may not sublicense, assign or transfer any such licenses for the use of the same, and any attempt at
such sublicense, assignment or transfer is void. (In other words, you cannot give or sell anyone else the right
to use the links INSOUND has provided you.)
c) You grant INSOUND a revocable, non-exclusive, worldwide, royalty-free license to use any of your names,
logos, trademarks, service marks, trade dress, proprietary technology, graphic banners or other information
submitted by You for participation in this Program. INSOUND will remove any of the same upon your request.
INSOUND may remove any of the same at any time, at its sole discretion.
d) Each party owns and shall retain all right, title and interest in its names, logos, trademarks, service
marks, trade dress, copyrights and proprietary technology including without limitation, those names, logos,
trademarks, service marks, trade dress, copyrights and proprietary technology currently used or which may be
developed and/or used by it in the future.
7. Copyrighted Material
a) All materials, including, but not limited to reviews, articles, ad banners, photographs, images,
illustrations, audio clips and video clips, (collectively the "Content") published on INSOUND are protected
by patent, copyright, trade dress and/or trademark law pursuant to U.S. and/or foreign patent, copyright and
trademark laws and/or international treaties or conventions.
i) Except as set forth in the Licensing Section above, you may not use (other than for your personal use),
distribute, sell, reproduce or otherwise copy any of the Content on INSOUND's site without express written
authorization of the copyright and/or trademark owner of such materials.
ii) You shall be solely responsible for compliance with the above laws and any additional
copyright notices, information, or restrictions contained in any Content accessed through the Program.
8. Cancellation
a) You may terminate your participation in the Program at any time by sending email with the Subject
"Cancellation," along with your account number to: info@insound.com. You will retain all credit accrued until
the point of termination.
b) INSOUND may, in its sole discretion, terminate or suspend your participation in the Program for any
reason whatsoever, including, without limitation, breach of the Agreement, or assignment of the Agreement by
you without prior written permission from INSOUND. Subject to the foregoing restriction, this Agreement shall
be binding upon the parties and your respective heirs, executors, successors and assigns.
9. Your Representation; Indemnification
a) You represent and warrant that any material which is displayed on your site and/or provided by you for
display on INSOUND's site will not:
i) infringe on any third party's copyright, patent, trademark, trade secret or other proprietary rights or
right of publicity or privacy (for example, WAREZ sites or sites which promote MP3s or other digital files
without having proper licenses);
ii) violate any applicable law, statute, ordinance or regulation;
iii) be defamatory or libelous;
iv) be lewd, pornographic or obscene;
v) violate any laws regarding unfair competition, antidiscrimination or false advertising;
vi) promote violence or contain hate speech; or
vii) contain viruses, trojan horses, worms, time bombs, cancelbots or other similar harmful or deleterious
programming routines.
b) You agree to indemnify, defend and hold harmless INSOUND and its affiliates, directors, officers,
employees and agents, from and against any and all liability, claim, loss, damage, injury or expense (including
reasonable attorneys' fees) brought by a third party, arising out of a breach, or alleged breach, of any of your
representations, warranties or obligations herein.
10. Disclaimer of Warranty
a) INSOUND's site and the Program are provided on an "as is" basis without warranties of any kind, either
express or implied, including, without limitation, warranties of title or implied warranties of merchantability
or fitness for a particular purpose. In no event shall INSOUND be liable to you for any direct, indirect,
special, exemplary, consequential or incidental damages, whether such damages are alleged in tort, contract or
indemnity arising out of the use or inability to use the INSOUND site, the failure for any reason to return
users to your site or loss of data, even if INSOUND is informed of the possibility of such damages. In the event
of dissatisfaction, your sole and exclusive remedy is to terminate participation in the Program.
11. General Provisions
a) Each party shall act as an independent contractor and shall have no authority to make or accept any
representations or offers on the other's behalf.
b) This Agreement has been made in and shall be construed and enforced in accordance with the laws of the
State of New York. Any action to enforce this Agreement shall be brought in the federal or state courts
located in New York, NY.
c) If you need to send official correspondence, send it via registered mail to:
INSOUND, LLC
221 W 17 St, 5th Floor
New York, NY 10011
Attn: Affiliate Program
d) The terms and conditions of this Agreement represent the entire understanding between INSOUND and you
with respect to the subject matter of this Agreement, and supersede all prior and contemporaneous agreements
express or implied, oral or written, except as herein contained. This Agreement may not be modified or amended
other than by an agreement in writing signed by both INSOUND and you.
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