Duralife Affiliate Marketing Program
Terms and Conditions
This Agreement contains the complete terms and conditions that apply to your participation as an affiliate with
the Duralife Affiliate Marketing Program, and the establishment of links from your Website to Duralife.
As used in this Agreement, "we," "us" or "Duralife" means Duralife LLC, and "you," "your" or "Affiliate," means
the affiliate. “Website” individually and collectively means your website and/or e-mail communications and/or
software applications. "Affiliate Margeting Program" means the program managed by or on behalf of Duralife by which
participating affiliates place links on their Website or in emails that connect to Duralife websites and for which
a referral fee is earned.
Term and Termination
The term of this Agreement (the "Term") will begin upon your acceptance into the Duralife Affiliate Marketing
Program and your acceptance of this Agreement and will end when terminated as described herein. Either you or we
may terminate this Agreement at any time, with or without cause, by giving the other at least five (5) days written
notice of termination. 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.
Duralife may withhold final payment for a reasonable time to ensure against cancellations.
Duralife will make available to you, or you will create, subject to our approval, a variety of graphic and textual
links (the "Links" collectively, or "Link" individually) in order to link to Duralife and its network of websites.
You and we will cooperate in good faith to develop and implement such Links. Each Link will permit recipients to
navigate directly to a page on Duralife websites designated by us via a special tagged link format. No Link will be
placed on any page or screen that contains content that: advocates discrimination based on race, sex, religion,
nationality, disability, sexual orientation, or age; promotes or engages in illegal activities or contains material
not relevant to Duralife's product range, violates intellectual property rights of third parties; or contains or
promotes deceptive information.
You will be responsible for integrating the Links into your site and/or emails to properly enable sales
tracking, and we will not be responsible for your failure to do so, including to the extent such failure may result
in any reductions of amounts that would otherwise be paid to you under this Agreement.
You will earn Referral Fees (outlined in the Commission Schedule)
on sales to your referred customers based upon a precentage of Net Proceeds received by Duralife during the
Duralife will pay you referral fees ("Referral Fees") equal to a percentage of the aggregate Net Proceeds
received from the sale of Qualifying Purchases actually made from Duralife and its network of websites. The term
"Qualifying Purchases" will mean all products that are purchased by users during a visit to Duralife ‘s network
of websites following navigation to the designated URL through a hypertext link from you under this
Affiliate Marketing Program, within the desigated cookie lifetime.
The term "Net Proceeds" will mean the gross proceeds received by Duralife from the sale of Qualifying Purchases
on Duralife's network of websites, less costs and expenses attributable to taxes, shipping and handling, fraud and
bad debts, duties, gift wrapping and credit card processing. (For purposes of calculating Net Proceeds, credit card
sales will be subject to a flat deduction of 3% of the gross sale price.)
Referral fees will be payable within sixty (60) days from the end of each calendar month. If during any calendar
month of the Term your referral fees do not exceed twenty-five dollars ($25.00), then you will not receive payments
or reports until following the calendar month during which your aggregate referral fees equal or exceed said amount
or until the termination of this agreement, whichever occurs earlier.
Referral Fees will be paid via PayPal. Affiliates will need to establish an account with PayPal and provide us
with their PayPal email address to receive Referral Fees.
Payments hereunder will be accompanied by reports of sales for which Referral Fees are payable. You are able to
login to our site with your Affiliate ID and password at any time to view your Total Earnings, Earnings Paid,
Earnings Balance, Qualifying Items Sold, Returned Items, Click-throughs from your affiliate links, and Unique
Representations and Warranties; Limitation of Liability
Each of us hereby represents and warrants that:
- it has full power and authority to enter into this Agreement and to perform its obligations hereunder;
- it has obtained all permits, licenses, and other governmental authorizations and approvals required for its
performance under this Agreement;
- the services to be rendered by each of us under this Agreement neither infringe nor violate any patent,
copyright, trade secret, trademark, or other proprietary right of any third party.
Duralife will remain solely responsible for the operation of the Duralife websites, and you will remain solely
responsible for the operation of your site(s). Each party acknowledges that their respective sites may be subject
to temporary downtime due to causes beyond their reasonable control subject to the specific terms of this
Agreement, retains sole right and control over the programming, content and conduct of transactions over its
respective site or service.
EACH PARTY SPECIFICALLY DISCLAIMS ANY REPRESENTATION OR WARRANTY REGARDING (i) THE AMOUNT OF SALES THAT DURALIFE
AND ITS NETWORK OF WEBSITES MAY GENERATE DURING THE TERM, AND (ii) ANY ECONOMIC OR OTHER BENEFIT THAT THE OTHER
PARTY MIGHT OBTAIN THROUGH ITS PARTICIPATION IN THIS AGREEMENT.
NEITHER DURALIFE NOR AFFILIATE WILL BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL, PUNITIVE OR CONSEQUENTIAL
DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR LOST DATA) ARISING OUT OF THIS AGREEMENT. DURALIFE’S ENTIRE
LIABILITY ARISING FROM THIS AGREEMENT WHETHER IN CONTRACT OR TORT, WILL NOT EXCEED THE AMOUNTS PAYABLE TO AFFILIATE
Fulfillment and Policy
Duralife will be solely responsible for fulfilling all orders for its products and payment processing, and
customers who buy products through the Affiliate Marketing Program will be deemed customers of Duralife.
Accordingly, all rules, policies, operating procedures and information concerning customer orders and sales will
apply to those customers, including our rules of privacy and confidentiality. We may change our policies and
operating procedures at any time, without notice.
Intellectual Property Rights
Duralife hereby grants to you during the Term a non-exclusive, non- transferable, royalty-free license to
establish hyperlinks between your and our Web Sites and to use Duralife’s trade names, logos, trademarks and
service marks (the "Duralife Marks") on your site solely as is reasonably necessary to establish and promote such
hyperlinks and to otherwise perform your obligations under this Agreement; provided, however, that any other
promotional materials or usages containing any of the Duralife Marks will be subject to Duralife’s PRIOR WRITTEN
You hereby grant to Duralife during the Term, a non-exclusive, non- transferable, royalty-free license to
establish hyperlinks between your and our Websites and to use your trade names, logos, trademarks and service marks
(the "Affiliate Marks") solely as is reasonably necessary to establish and promote such hyperlinks and to otherwise
perform our obligations under this Agreement; provided, however, that any other promotional materials or usages
containing any of the Affiliate Marks will be subject to your prior written approval.
Except as set forth above, you and we each reserve all right, title and interest in respective intellectual
property rights (e.g., patents, copyrights, trade secrets, trademarks and other intellectual property rights). Use
of the other's marks except as set forth herein is strictly prohibited.
We agree to indemnify, defend and hold harmless you from and against any and all liability, claims, losses,
damages, injuries or expenses (including reasonable attorney's fees) relating to the operation of our site, a
breach of our obligations under this Agreement, or the violation of any third party intellectual property rights of
editorial content or other materials provided by us for display on your site.
You agree to indemnify, defend and hold harmless us and our affiliates, directors, officers, employees and
agents, from and against any and all liability, claims, losses, damages, injuries or expenses (including reasonable
attorney's fees) relating to the operation of your site, a breach of your obligations under this Agreement, or the
violation of any third party intellectual property rights of editorial content or other materials of your site.
You and we will each monitor and periodically test the general availability and operation of our respective
You and we are entering this Agreement as independent contractors, and nothing will be construed to create a
partnership, agency, joint venture or employment relationship between you and us.
In its performance of this Agreement and in the operation each party's respective Websites, you and we each will
comply with all applicable laws, regulations, orders and other requirements, now or hereafter in effect, of
governmental authorities having jurisdiction. Without limiting the generality of the foregoing, you and we each
will pay, collect and remit such taxes as may be imposed with respect to any compensation, royalties or
transactions under this Agreement.
Neither you or we will be considered to be in breach of or default under this Agreement on account of any delay
or failure to perform as a result of any causes or conditions that are beyond our respective reasonable control. If
any force majeure event occurs, the affected party will give prompt written to the other and will use commercially
reasonable efforts to minimize the impact of the event.
This Agreement has been made in and shall be construed and enforced in accordance with the laws of the State of
Florida. Any action to arising hereunder will be brought in the federal or state courts, located in Florida.
Any notices under this agreement will be given in writing. Notices may be given by electronic mail and will be
deemed delivered and given for all purposes on the sent date, but only if the receiving party has confirmed its
receipt by return electronic mail. Notices sent via traditional means will be sent it via certified mail, return
receipt requested. Notices to Duralife will be sent to:
PO Box 1383,
Flagler Beach, FL 32136.
You may not assign this Agreement, in whole or in part, without our prior written consent. Subject to that
restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against the parties and
their respective successors and assigns.
The failure of either you or us to enforce any provision of this Agreement will not constitute a waiver of the
right to subsequently enforce the provision. Any remedies specified in this Agreement are in addition to any other
remedies that may be available at law or in equity.
This Agreement represents the entire Agreement between you and us with respect to the subject matter hereof and
supersedes any other oral or written agreements regarding such subject matter, and may be amended or modified only
by a written instrument signed by a duly authorized agent of each party.
If any provision of this Agreement will be declared by any court of competent jurisdiction to be illegal, void
or unenforceable, all other provisions of this Agreement will not be affected and will remain in full force and