Affiliate Program Agreement

This Affiliate Agreement ("Agreement") sets forth the terms and conditions of an individual’s or organization’s (the "Affiliate") use of RegiSTAR ("RegiSTAR") domain name registration services to register a domain name on the Internet.

The RegiSTAR Affiliate Program shall hereinafter be referred to as the "Program."

In this Agreement, "we" and "us" means RegiSTAR and "you" means the Affiliate participating in the Program. The "RegiSTAR Web Site" or "Our Site" means the web site located at http://www.registar.com.

"Your Site" means the web site upon which you establish the Links to Our Site as part of this Program. The "RegiSTAR Services" means RegiSTAR domain name registration services, other domain name services, and other products and services that RegiSTAR may offer through the Program.

1. Enrollment in the RegiSTAR Affiliate Program

To begin the enrollment process, you must submit a properly completed Program application via Our Site. We will evaluate your application in good faith and will notify you of your acceptance or rejection in a timely manner. We may reject your application if we determine, in our sole discretion, that Your Site is unsuitable for the Program. Your Site may be deemed by us to be unsuitable if, in our view, it:

  • contains, promotes or links to sexually explicit or violent material;
  • promotes, depicts or links to material that promotes or depicts discrimination based on race, gender, religion, national origin, physical or mental disability, sexual orientation, or age;
  • contains unlawful material, including but not limited to materials that may violate another's intellectual property rights, or links to a site that contains such material;
  • contains information regarding, promotes or links to a site that provides information or promotes illegal activity; or
  • for any other reason that is deemed by us to be unsuitable.

In this regard, you understand that we reserve the right to conclude that Your Site is unsuitable in accordance with our standards, and we may come to such a conclusion even if it is based upon our opinion or mere suspicion or belief, without any duty to prove that our opinion or suspicion is well-founded and even if our opinion or suspicion is proven not to be well-founded or if others' sites have been accepted despite having the same or similar characteristics as Your Site. You also understand that if we accept your application, such acceptance shall not imply that Your Site does not meet one or more of the criteria that would have permitted us to reject your application. If we reject your application, you are welcome to reapply to the Program at any time.

2. Promotion of Our Transparent Affiliate Relationship

If you have been accepted as a Transparent Affiliate, we will make available to you all hyper links ("Links") and graphics necessary for You to anonymously register Your customer’s domain names through RegiSTAR’s web site.

a. Link RegiSTAR will provide you with a secured domain name that will contain an action box and domain name registration form. (The action box will allow you to determine the availability of a domain name. )

b. RegiSTAR Responsibilities

RegiSTAR will be solely responsible for:

  • registering all domain names;
  • tracking the number and amount of sales generated by the Affiliate;
  • providing information to the Affiliate regarding registration statistics; and,
  • providing information to the Affiliate regarding commissions earned.

 

c. Affiliate Responsibilities

The Affiliate shall be solely responsible for:

  • ensuring that the content of the Affiliate’s web site and that the Affiliate’s products and services that are offered from the Affiliate’s web site comply with all applicable copyright, trademark, servicemark, and other laws. You must have express permission to use another party's copyrighted or other proprietary material. We will not be responsible if you use another party's copyrighted or other proprietary material on Your Site in violation of the law or any agreement, and your indemnity, below, will protect us if you do so.
3. Referral Fees 

a. Transparent Affiliate Referral Fees: Transparent Affiliates earn commissions from sale of domain name registrations. You will earn referral commissions for sales on our website that originated from your links. Commission is calculated at 25% of all sales for which we have received payment in full less any returns or credits. Referral commissions are paid toward the end of every other month (net 60 days). All referral commissions will be paid to you by Pay Pal, in US Dollars. If this Agreement terminates, any commission due at that time will be held for a reasonable time (not more than 3 months) to ensure that the correct amount is paid.

b. Credit Card Charge Backs. In the event of a charge back by a credit card company or other non-payment by an Affiliate or an Affiliate’s customer in connection with a registration fee, renewal fee, or registrar transfer fee, you acknowledge and agree that any and all fees, costs, or expenses incurred by RegiSTAR as a result of a credit card charge back shall be deducted from any commissions earned by the Affiliate

4. Reports of Sales and Commisssions

You will use your pre-selected username and password and have the ability to enter a password-protected web site to receive your sales and commission statistics. The reports are updated on a realtime basis.

5. Licenses and Use of the RegiSTAR Logos and Trademarks

We grant you a non-exclusive, non-transferable, revocable right (i) to access Our Site through the Links solely in accordance with the terms of this agreement and (ii) solely in connection with such Links, to use our logos, trade names, trademarks and similar identifying material relating to us (collectively, the "Licensed Materials"), for the sole purpose of establishing a Link to Our Site so You or users of Your Site can register domain names through RegiSTAR. You may not alter, modify or change the Licensed Materials in any way.

Other than establishing a Link from Your Site to Our Site, you shall not make any use of any Licensed Materials without first obtaining our prior written consent. You shall not use the Licensed Materials in any manner that is disparaging or that otherwise portrays us in a negative light. We reserve all of our rights in the Licensed Materials and of our other proprietary rights. We, in our sole discretion, may revoke your license at any time, by giving you written notice.

You grant to us a non-exclusive license to utilize your company name and logo, as the same may be amended from time to time (the "Affiliate Trademarks"), to advertise, market, promote and publicize in any manner your participation in the Program or our rights hereunder; provided, however, that we shall not be required to so advertise, market, promote or publicize.

The licenses described in this Article shall expire upon the written notification of either party.

6. Obligations Regarding Your Site

You will be solely responsible for the development, operation and maintenance of Your Site and for all materials that appear on Your Site. Such responsibilities include, but are not limited to, the technical operation of Your Site and all related equipment; the accuracy and propriety of materials posted on Your Site; and, ensuring that materials posted on Your Site do not violate or infringe upon the rights of any third party and are not libelous or otherwise illegal. We disclaim all liability for all such matters.

7. Term of this Agreement and Termination

This Agreement will begin upon our acceptance of your Program application and continue indefinitely:

    a. You may terminate this Agreement by notifying us in writing.
    b. We may terminate this Agreement at any time, with or without cause, by notifying you in writing that we desire to terminate this Agreement.

8. Modification

We may modify any of the terms and conditions contained in this Agreement at any time and in our sole discretion. You will be notified by email. Modifications may include, but are not limited to, changes in the referral fee schedule, payment procedures and Program rules. If any modification is unacceptable to you, You may terminate the agreement at any time by providing RegiSTAR with written notice. Your continued participation in the Program following a modification will constitute binding acceptance of the change.

9. Relationship of Parties

You and RegiSTAR 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 our behalf. You will not make any statement, whether on Your Site or otherwise, that reasonably would contradict anything in this Article.

10. Representations and Warranties

Except as otherwise stated in this Article, we make no express or implied warranties or representations with respect to the Program or any RegiSTAR services sold through the Program (including, without limitation, warranties of fitness, merchantability or non-infringement, or any implied warranties arising out of course of performance, dealing or trade usage). In addition, we make no representation that the operation of Our Site will be uninterrupted or error free, and we will not be liable for the consequences of any interruptions or errors

11. Limitation of Liability

We will not be liable for indirect, special, incidental, exemplary, punitive or consequential damages, or for any loss of revenue, profits, or data, arising in connection with this Agreement or the Program, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the Program will not exceed the total referral fees paid or payable to you under this Agreement.

12. Indemnification

You hereby agree to indemnify and hold harmless RegiSTAR, its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, expenses (including reasonable attorneys' fees), and costs (any or all of the foregoing hereinafter referred to as "Losses") insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that our use of the Affiliate Trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, (iii) the development, operation, maintenance and content of Your Site and products and services offered from Your Site, or (iv) any claim related to Your Site, including, without limitation, content therein not attributable to us.

13. Notification

All notices to us in connection with this Agreement shall be deemed given as of the day they are received either by messenger, delivery service or in the United States of America mails, postage prepaid, certified or registered, return receipt requested, and addressed as follows:

RegiSTAR
P.O. Box 19518
Sacramento, CA 95819
Attention: Affiliate Program Department

All notices to you in connection with this Agreement shall be deemed given as of the day they are dispatched either by messenger, delivery service or in the United States of America mails, postage prepaid, certified or registered, return receipt requested.

14. Construction

If for any reason a court of competent jurisdiction finds any provision of this Agreement, or portion thereof, to be unenforceable, that provision of the Agreement will be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remainder of this Agreement will continue in full force and effect. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such a provision or any other provision of this Agreement.

15. Governing Law

This Agreement will be governed by the laws of the United States and State of California, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the federal or state courts located in Sacramento County in the State of California, and you irrevocably consent to the personal and subject matter jurisdiction of such courts. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns.

16. Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous communications.