The following are the terms and conditions of participating in the Online Marketing Muscle Referral Partner Program. “Referral Partner” refers to yourself, and “Online Marketing Muscle” refers to Online Marketing Muscle located at 150 Motor Parkway, Suite 401, Hauppauge, NY 11788.

Payments and Commissions

Online Marketing Muscle will pay the Referral Partner a base 10% commission on the initial sale (plus any additional bonus commissions on a campaign by campaign basis) which is identified by a visitor from the Referral Partner using their unique Referral Partner Link.

Referral Partner commission shall be paid by company check approximately every 30 days, approximately 15 days after the prior period. Online Marketing Muscle reserves the right to modify the payment schedule as long as notice is posted to the Web site. If commission does not exceed $30 for U.S. based partners or $50 for all others during prior period, Online Marketing Muscle reserves the right to hold payment until commissions accumulate to the minimum amount.

Although the Referral Partner Program is not limited to the U.S. all payments will be made in U.S. dollars.

If a qualifying sale is canceled or refunded, the related commission will be deducted from the next monthly payment.

All Referral Partners are NOT employees of Online Marketing Muscle and are responsible for their own local, state, or country taxes.

All Referral Partner applications are subject to approval by Online Marketing Muscle.

Both Online Marketing Muscle and the Referral Partner reserve the right to terminate this agreement at any time. If canceled, outstanding commissions for current period at time of cancellation shall be paid in the next monthly payment so long as rules of this agreement were not violated by the Referral Partner.

Referral Partner Link

You will be issued a “Referral Partner Link”, or unique URL, which allows Online Marketing Muscle to identify visitors from your site as originating from you. These visitors are tracked with this unique URL and sales are recorded with your Referral Partner Id. To receive commissions, you must use the provided Referral Partner Link. The URL may be in various forms such as a banner, image, or text link.

Online Marketing Muscle reserves all rights in or to its trademark but may be used by Referral Partner in accordance with this agreement. The Online Marketing Muscle trademark may not be used to register internet domain names for any purpose. Referral Partner may in no way display an Online Marketing Muscle logo, image, or trademark which may be distasteful, defame, or misrepresent.

Referral Partner shall not misrepresent Online Marketing Muscle products or services.

Referral Partner is solely responsible for insuring that their Referral Partner Link is setup properly to qualify for commissions.

Referral Partner may not use their own Referral Partner Link to order services from Online Marketing Muscle. Doing so will result in immediate reversal of any commission.

Referral Partner agrees to not send unsolicited mail or SPAM mail to promote any of Online Marketing Muscle products or services. This action WILL RESULT in immediate termination of your account with a cancellation of any pending commissions. Referral Partner will also be in violation of the Online Marketing Muscle Referral Partner Agreement and subject to legal action.

Prohibited Sites

Sites that promote: sexually explicit material or violence do not qualify as a Referral Partner. Sites that promote discrimination based on race, sex, religion, national origin, and physical disability, shall not be accepted. Sites that promote illegal activities shall not be accepted. Do not apply if your site promotes these kinds of activities. By applying, you are stating that your Site does not directly promote or endorse these activities.

Term of Agreement

This agreement remains in effect until cancelled by either party.

Commissions earned through the date of expiration or cancellation of this agreement will remain payable only if the qualifying sales are not cancelled or refunded by the referred Clients. Payment of the final Commission payment to the Referral Partner may be withheld for a reasonable time in order to ensure that the correct amount is paid.

Disclaimer

Online Marketing Muscle will make every reasonable effort to track and pay commissions for all sales that apply to Referral Partner. However, Online Marketing Muscle is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish this service.

Privacy

To protect Online Marketing Muscle customer privacy, we cannot provide identifying customer names and contact information to you.

Independent Contractor

The relationship between Online Marketing Muscle and Referral Partner established by this Agreement is that of independent contractors. Online Marketing Muscle and Referral Partner shall each conduct its respective business at its own initiative, responsibility and expense, and shall have no authority to incur any obligations on behalf of the other, except as otherwise provided herein. Term ” Referral Partner” shall not be interpreted as a legal partner or affiliate, simply as an independent contractor for Online Marketing Muscle under this agreement.

Limitation of Damages

Online Marketing Muscle shall not be held 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 program, even if Online Marketing Muscle has been advised of the possibility of such damages. Online Marketing Muscle aggregate liability arising under or with respect to this agreement or the program shall in no event exceed the total commissions paid or payable by Online Marketing Muscle under this agreement.

Referral Partner understands that Referral Partner tracking can never be 100% accurate and Online Marketing Muscle is not responsible for inaccuracies that might occur beyond its control. Tracking of Referral Partner sales depend on several factors which are out of the control of Online Marketing Muscle. It is the goal of Online Marketing Muscle to make Referral Partner tracking as accurate as possible; however, Online Marketing Muscle cannot guarantee 100% tracking for situations beyond its control.

Warranty Disclaimer

Online Marketing Muscle makes no warranties expressed or implied with regard to Referral Partner Program except as outlined in this agreement.

Governing Law

This agreement shall be governed by the laws of the State of New York and the United States.