Instant Customer Mastery

ACCOUNT INFORMATION
* First Name:		* Last Name:
Company:
* Address 1:
Address 2 :
*City:
* State/Province/Region :		* Zip/Postal Code:
*Country:
Date of birth:
Phone:
*Email:
*Confirm Email:
*Password:
*Confirm Password:
PAYMENT INFORMATION
*SSN or Tax ID (For US Affiliate Only) :
* Checks Payable To :
SITE INFORMATION
Web Site name:
Web site URL:
Describe your web site or marketing strategy :
How do you plan to market our products? :
Pay per click
Pay per acquisition
Web site
Search engine optimization
Ad network / Banner network
Adware / Browser Plug-in
Blog
Other
AFFILIATE PROGRAM AGREEMENT
The Pulse Network LLC  / Engage  (TPNI Engage) Reseller program

This RESELLER AGREEMENT (Agreement) contains the terms and conditions that apply to your participation as a Reseller  (you, yours, or Reseller) in the Authorized Reseller Program of TPNI Engage (we, us, our, or the Company), having an address of 10 Oceana Way, Norwood, MA, 02062, US.

Reseller represents and warrants to Company that Reseller has read and understands the Membership Agreement and Terms of Use that are set forth herein and/or on its web site www.TPNI.com, www.Engage.TPNI.com, www.InstantCustomer.com, www.ThePulseNetwork.com  and agrees to the terms set forth therein.  Our Reseller Program is administered through our Company pursuant to the policies at our Company web site, as well as stated herein.

Reseller acknowledges that it may participate in the Authorized Reseller Program only under the terms and conditions set forth below, and that subsequent to Company accepting this Agreement, Company will, in its sole discretion, determine whether or not to accept Reseller into Company's Authorized Reseller Program.

A.  Hold Harmless.

You understand that Company and/or their assigns do not guarantee or predict any type of profit or response from said services. Reseller agrees to hold Company harmless from and against any and all losses, claims, expenses, suits, damages, costs, demands or liabilities, joint or several, of whatever kind or nature which Company and/or their assigns may become subject to arising out of or relating in any way to your participation as an affiliate, including, without limitation, in each case attorney's fees, costs and expenses actually incurred in defending against or enforcing any such losses, claims, expenses, suits, damages or liabilities.

You are solely and fully responsible for any and all costs and expenses that you incur in the marketing of the Company, Company products and services and Company's Authorized Reseller Program.  You agree to hold Company harmless from same.

B.  Relationship of Parties.  

You and Company are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties.  You will have no authority to make or accept any offers or representations on Company's behalf.  You will not make any statement, whether on your site or otherwise, that reasonably would contradict this statement.

All Resellers must be 18 years of age or older.  If you are under 18 years of age, you are not permitted to be a Reseller.

C.  Prizes & Awards.

You cannot discount the effective price for any products or services of Company through the use of cash rebates, gift cards, or any other cash equivalent prize.

D. Commissions.   

You will receive twenty  percent (20%) of the sale as a commission from orders placed through the Company's Site for a maximum duration of 1 year per sale, minus the amount of any returns, chargebacks, taxes or shipping and handling charges.  For a sale to generate a commission to you, the customer must complete the order form and remit payment for the product ordered. Commissions will only be paid on sales that are made through qualified Reseller  links.  Company will NOT pay commissions to you on any sale to yourself or to any family member at the same address.

Commissions are assigned to the proper Reseller id based on the last cookie associated with the sale.  Current or past customers of the Company which have already been associated with an reseller ID are not eligible for new reseller commission. Company reserves the right to modify the reseller id associated with a sale.

Reseller earnings are eligible for payment on a net 45 day cycle following the end of the month in which the order was received. Payments are made on the 16th of the month or closest following business day.  For example: A sale made on June 12th would be eligible for payment on August 16th.  Payment will be made via check in U.S. Dollars once your commissions total more than $100.  All Commissions will be verified prior to payment. Resellers must be in good standing at the time of payment or commission will be forfeited. 

If a sale is canceled or refunded, any pending or paid commission will be deducted from a subsequent payment.  Reseller commissions will not be paid based upon amounts that are attributable to credit card fraud, credits given to customers, bad debt right-off and returned goods.  Company reserves the right to deduct, in subsequent months, any commission paid for a product or service that is subsequently returned or refunded, or for any reason where the previous monthly commission was overpaid or later subject to reduction.

You are solely responsible for ensuring that your Reseller Link is set up properly to have sales tracked and recorded to qualify for commissions.  Company is not responsible for the failure to assign any sale or commissions to you if the same results from the improper formatting of any links.

Company will only pay you commissions on sales that are tracked through Company's tracking system and indicate you as the source of the visit to Company Web Site.  You have no right to commissions if a buyer later returns to the Company site through another Reseller link or source and makes a purchase.

You have no right to commissions based upon later sales to that Customer, or where cookies are used, overwritten or deleted, even where the customer first arrived at the Company site through your Reseller link.  Commissions will only be paid when the buyer makes a purchase on the same visit using your Reseller Link or with your cookie indicating you as the Reseller. Cancellation of any product purchased by a customer through an affiliate link disqualifies further purchases by that customer using the reseller link from commissions.

E. Term and Termination.

The term of this Agreement will begin when you accept the Agreement, and will end when terminated by either party.  Either the Company or you may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination.  Based on the number of customer refund requests, the Company reserves the right to terminate the Reseller agreement and withhold unpaid reseller commissions. Upon the termination of this Agreement for any reason, all licenses granted hereunder shall immediately terminate and you will immediately cease use of, and remove from Reseller Web Site, all links to Companys Web Site and all other materials provided in connection with this Agreement, if any.  You are only eligible to earn commissions on sales occurring during the Term, and commissions earned through the date of termination will remain payable only if the product orders are not canceled.  Company may withhold final payment for a reasonable time to ensure against cancellation.

F. Limitation of Liability.

COMPANY MAKES NO WARRANTIES TO YOU OF ANY KIND, EXPRESSED OR IMPLIED, WITH RESPECT TO THE SERVICE COMPANY, ITS SUBCONTRACTORS AND AFFILIATES PROVIDE TO YOU. COMPANY EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS OF THIS SERVICE FOR A PARTICULAR PURPOSE. Company shall not be liable for any damages suffered by you, whether indirect, special, incidental, exemplary, or consequential, including, by not limited to, loss of data or service interruptions, regardless of cause or fault. Company is not responsible for your lost profits or for your loss of data or information.

If notwithstanding this clause Company is held liable to you, Companys aggregate liability arising with respect to this Agreement and the Authorized Reseller Program will not exceed the total commissions paid or payable to you under to this Agreement.  Further, Companys obligations and Affiliate remedies are solely and exclusively as described and limited in this Agreement and if applicable, on the Companys Web Site Affiliate information.

G. Acceptable/Unacceptable Use.

You agree: (1) to use Companys system in a manner that is ethical and in conformity with community standards; (2) to respect the privacy of other users (you shall not intentionally seek data or passwords belonging to other users, nor will you modify files or represent yourself as another user unless explicitly authorized to do so by that user); (3) to respect the legal protection provided by copyright law, trade secret law, or other laws protecting intellectual property. 4) to accept commercial emails from us.

You also agree to only present Company, Company products and services as set forth by Company, as stated in Web Site or Company materials.  You will make no claims regarding potential income, earnings, products, or services beyond what is stated by the Company or in Company Web Site.  You also agree not to reproduce commission checks or distribute commission checks in any form or by any means.  You further agree not to disparage Company, Company products or services other Company Resellers in any manner.  You understand that disparagement may result in the immediate termination of Reseller account with a cancellation of any pending commissions. Company retains the right to pre approve all communications used by Reseller in conjunction with the promotion of company products. 
Reseller agrees not to use the Company Name, Website, brandname, images, videos or banners on their websites thus creating market confusion, UNLESS said images, are provided by Company to Reseller.
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You also agree to comply with the revised FTC guidelines that took effect on December 1, 2009.  Company does not authorize you to use any testimonials with its products, except any that Company has on the pages hosted by Company.  You hereby agree not to use fake testimonials or to otherwise engage in practices that would violate any federal or state advertising laws.  Failure to comply with this provision can result in immediate termination of this Agreement and of your participation in the Authorized Reseller Program, with no further commissions being owed to you.

If Company learns of a violation or likely violation of this Reseller Agreement or Terms of Service, Company will attempt to notify you. If you do not take immediate remedial action that is satisfactory to Company, or in the event of a serious violation of this Affiliate Agreement or Terms of Service, Company reserves the right to terminate your account immediately. Every effort will be made to inform you prior to account termination, and to re-establish your account upon receiving such representations from you as Company deems appropriate in the circumstances.

YOUR SERVICE WILL BE TERMINATED IMMEDIATELY AND WITHOUT WARNING SHOULD YOU VIOLATE THE CAN-SPAM ACT AND SEND ANY UNSOLICITED BULK EMAIL CAMPAIGN. You may also be subject to fines and legal actions as a result of your unsolicited bulk email promotion.

H. Assignment.

This agreement is personal to you. You may not assign your rights under this agreement without Companys prior written consent. Company may assign this agreement at any time.

I. Change of Terms and Conditions.

Company reserves the right to change the terms and conditions of this agreement as needed. Use of Company servers by you after said changes constitutes acceptance of those new terms and conditions. If you do not agree to the new terms and conditions, you may terminate this agreement in accordance with Section E herein regarding Term and Termination. Failure to accept current affiliate terms results in cancellation of the entire affiliate agreement and forfeiture of all unpaid affiliate commissions.

J. Notification of Account Changes.

You agree to provide Company with such other information relating to your participation in this Reseller Program as Company deems necessary or desirable. You agree to notify Company if your address, email address, telephone number, payment information changes.

K. Notices.

All notices, requests, demands, and other communications under this agreement shall be in writing and shall be deemed to have been given on the date of delivery: if delivered personally to the party to whom notice is to be given; if sent by electronic mail with a cc: to sender; if sent by fax; or on the third day after mailing by first class mail.

L. Miscellaneous Provisions.

The subject headings of the articles and sections are for convenience only, and shall not affect the construction or interpretation of any of its provisions. If any portion of this agreement is found invalid or unenforceable, that portion shall be severed and the remainder of this agreement shall remain in force. This agreement constitutes the entire agreement between us pertaining to its subject matter and supersedes all of prior agreements, representations, and understandings. Subject to Section I regarding Change of Terms and Conditions, no supplement, modification, or amendment of this agreement shall be binding unless executed in writing by both parties. No waiver of any of the provisions of this agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver. If an organization is the Reseller, the individual signing up for the Authorized Reseller Program represents that he or she is duly authorized to enter into this agreement on behalf of that organization. In the event of a dispute, the parties agree to submit the matter to the Community Dispute Resolution Service or any recognized Arbitration Board located within the State of Massachusetts, County of Norfolk, before instituting litigation.
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