THE FITTIME AFFILIATE AGREEMENT

Terms and Conditions

Every participant in the Fittime affiliate program offered by Lee and Corey Johnstone of Fittime at http://.fittime.com.au/affiliates.html currently through Clickbank.com expressly agrees to this affiliate agreement.

Important: Please read this agreement thoroughly. You may NOT take part in the affiliate program unless you expressly agree and consent to this agreement. By taking part in the Fittime affiliate program, you are agreeing to comply with and be legally bound by the terms and conditions of this contract. If you do not agree to ALL of the terms and conditions of this agreement, then please do not register for the Fittime affiliate program or promote our products.

This agreement incorporates Fittime’s Terms and Conditions of Use (located on this website) herein as if it were set forth in full.

Throughout this agreement, the term “affiliate program” refers to the affiliate program operated by the Program Operator in part for the website. The term ‘Program Operator’ refers to the operator of the program, Lee and Corey Johnstone of Fittime. The terms ‘you, your, yours’ or any other derivative refers to the affiliate.

AFFILIATES

Every affiliate is an independent contractor of the Program Operator and not an employee. Nothing stated herein is intended to create an employer/employee relationship.

INCOME TAX

Each affiliate acts as an independent contractor and is thereby fully responsible for any or all United States, Australian, state, or any other foreign income taxes and any other tax liabilities that may affect or concern the sales of the products or services in your state or location.

COMMISSIONS & REFERRAL FEES

When someone orders a product through your affiliate link, your affiliate ID will be credited with a referral fee. If another affiliate registers as an affiliate using your affiliate link, your account is credited as the Sponsoring affiliate. You do not earn a referral fee for any other affiliate's registration. The commission/referral fee amount varies from product, service and/or opportunity.

Commissions on products and services are paid at the rates that are indicated on the website and/or at Clickbank.com. The Program Operator strives to pay similar rates on further products, services, and opportunities, but reserves the right to pay a different amount if necessary.

All commissions are paid directly by Clickbank.

SPECIALLY DESIGNATED NATIONALS & EMBARGOED NATIONS

The United States controls the export of products and information. All affiliates hereby agree to comply with such restrictions and to not export or re-export any materials (including software) to countries or persons who are prohibited under the export control laws. By becoming an affiliate, you agree that you are not in a country where such export is prohibited or are not a person or entity to which export is prohibited. You are hereby responsible for compliance with the laws of your local jurisdiction with regard to the import, export, or re-export of all materials and this includes software.

Every affiliate is responsible for compliance with all applicable laws and regulations, including laws pertaining to export control. By registering as an affiliate, you warrant that you are not a citizen or resident of a country designated as having Embargoed Nation Status and you also warrant that you are not on the list of Specially Designated Nationals or Blocked Persons maintained by the U.S. Treasury Department. The products and/or services are exported from the United States in accordance with the Export Administration Regulations. Diversion to other countries is not allowed as it is contrary to U.S. law and is prohibited.

MIXING OF PRODUCTS

As an affiliate of the Program Operator, your website that you advertise any products or services of the Program Operator on, may only include products that are capable of being viewed by persons 18 years of age or older unless the Program Operator specifically allows such products. Your website may NOT contain any content or images that are NOT suitable for being viewed by persons 18 years of age or younger if you include any reference whatsoever to the Program Operator, the website, the eBook(s), or your affiliate Link. On any website on which you include any reference whatsoever to the Program Operator, its products, services, and eBooks, you may NOT include any reference to any form of "Adult" content. A violation of these requirements will result in immediate termination of your affiliate status and you may then forfeit any commissions/referral fees that may be due. If any violation of these requirements results in the suspension or termination of any payment processor for the Program Operator, you shall be liable for liquidated damages as well as actual and any consequential damages that or the Program Operator may incur.

UNSOLICITED COMMERCIAL EMAIL (UCE) AND SPAM

The Program Operator does not indorse or tolerate the sending of unsolicited bulk emails (UCE or SPAM) which promote, or make reference to the Program Operator, or any of their associated companies or websites, Partners, or employees, the websites, products and or services. The provisions of the Terms and Conditions that pertain to UCE or SPAM shall apply to all affiliates. Any affiliate who, in the opinion of the Program Operator, breaches this rule will have their affiliate status canceled and any outstanding commissions may then be forfeited.

CONDUCT

The Program Operator and all their associated companies operate with the strictest codes of professional conduct. Any affiliate who brings the Program Operator or their partners, employees or associates into disrepute, or uses any form of slander, racism, or unfair business practices, will have their affiliate status canceled and any outstanding commissions will also be forfeited.

The Program Operator reserves the right to reject any affiliate application if in the Program Operator's opinion, that person or entity violates established laws or any commonly held standards of decency. For example, we will reject applications from any person or company that promotes any form of illegal activities, violence or from applicants who the Program Operator prefers not to be associated with.

TERM & TERMINATION

This agreement will begin upon your sign-up with the affiliate program and will end when either you or the Program Operator terminates your affiliate status, or in the case that your account is inactive for any continuous twelve month period. An affiliate may terminate this agreement at any time, for any reason, by writing to - or emailing - the Program Operator at the email address listed on this website. The affiliate may not transfer this agreement, or any rights conveyed in this agreement, to any third party whatsoever.

The Program Operator may also choose to terminate this agreement at any time, and for any reason, informing the affiliate in writing at the email address listed in the affiliate's profile, with 30 days notice. The Program Operator may transfer this agreement to any party whatsoever, at any time, and this agreement shall remain in full force and effect, without notice to the affiliate. However, if this agreement should terminate for cause due to violation of this agreement or the Terms and Conditions, this agreement shall terminate immediately and the affiliate shall forfeit all rights to any commissions that are then due.

RIGHTS TO MODIFY AGREEMENT

The Program operator may modify any of this agreement and/or the Terms and Conditions, at any time and at its sole discretion, by posting a change notice or a new agreement on the website. These changes will come into force immediately after posting. The affiliate's participation in the affiliate program following any posting of a change notice or any new agreement shall constitute binding acceptance by the affiliate of the change.

If any modification to this agreement is not acceptable to the affiliate, the affiliate's only recourse is to terminate this agreement. Upon termination of this agreement, the former affiliate must remove all affiliate links and graphics from their website, and refrain from publishing any more links and graphics in any manner whatsoever.

*NO UNSUBSTANTIATED CLAIMS OR FALSE TESTIMONY*

You MUST NOT include any unsubstantiated claims or testimony on your site, examples regarding Fittime include:

- Any timeframe and/or fat loss/weight loss based statements about Fittime that are unsubstantiated (i.e. you will lose 50 pounds of fat in 12 days).

- Any statements that you do not know to be true.

For example, you can outline the Fittime products and information but if you were to make specific claims about the effectiveness of the product without actually having used the profuct, this is not permitted.

All affiliates who wish to promote my product must adhere to the new U.S. Federal Trade Commission regulations concerning the use of "endorsements" to promote products. Those regulations can be found at 16 C.F.R. § 255 or

http://www.ftc.gov/os/2009/10/091005endorsementguidesfnnotice.pdf

Note:  the new regulations went into effect on December 1, 2009. In addition to any new promotions you create that will include endorsements, any promotions you have created previously that contain endorsements are subject to these rules and will need to be brought into compliance to meet these regulations.

Here are some examples of how the new FTC regulations could affect your affiliate promotions if you use endorsements:

The new regulations cover all sorts of third party testimonials and endorsements—by consumers, experts and celebrities. If your promotions use customer or consumer endorsements, the FTC requires that the results described must be typical or, if not, you should “clearly and conspicuously” disclose that the results presented are not typical.
 

Also, such customers should be “bona fide” buyers of the product you are  promoting, and not, for example, a fictitious person or your cousin who is doing you a favor. For expert endorsements, the person involved should have special knowledge that qualifies him or her to make the endorsement, e.g., if you use a doctor to sell a diet plan, that doctor shouldn’t be an eye doctor, but have special knowledge in the area of nutrition.

Also, the FTC requires all endorsements to disclose any “material connection” between the vendor and the advertiser. For example, if an affiliate runs a website offering an “independent review” of two products and gives a favorable review of one, they should disclose the fact that they are receiving commission from the sale of that product. These rules also apply to third parties, such as bloggers, who receive a free product and are asked to do a review. Under the new FTC rules, not only should the blogger disclose he got the product for free but the vendor who gave him the product should make some effort to make sure that the blogger makes that disclosure.

Please note that if you promote my product, your total compliance with the FTC's guidelines regarding promotions with endorsements is required. Please review these new rules yourself and if you have questions, please ask your own legal counsel.

AS-IS ONLY

There is no warranty or guarantee of any kind with respect to the Program Operator system as far as dependability, reliability, stability or quality. The Program Operator, or its associates is not responsible for any loss or damage incurred directly or indirectly due to the use of the Program Operator website, services, products or any other facet of the system. This shall include, but it is not limited to, any system malfunction, period of being unavailable or inoperative, any loss of data or discontinuation of service and other inconveniences.

FEES

Affiliates shall be charged NO FEE by the Program Operator for setting up an account to join the affiliate program.

MISUSE

It is understood that any individual that uses system offered by the program operator will not use it in connection with slanderous, obscene, defamatory, hateful, illegal or politically disruptive material, the definition of which shall be at the sole discretion of the Program Operator. Affiliates will not try to cheat the system in an effort to increase any payment due them. If such misuse is detected, the affiliate will be immediately terminated as an affiliate and any sums payable and any commissions will be withheld. All affiliates also agree to refrain from engaging in any hostile activity toward the system. Any individual that engages in such hostile activity, eg. hacking, shall be held liable for any loss sustained by the Program Operator, or its associates due to such an action.

UNAUTHORIZED CHARGING OR RECEIPT OF PAYMENTS THROUGH THE SITES

No affiliate, or other person or entity may use the website, or the Program Operator payment processing system, for private transactions. Any revenue collected through the website or through the Program Operator payment processing system may become the sole property of the Program Operator. Affiliates may not link to the website for processing of products or services that are not wholly sponsored by the Program Operator and authorized by the Program Operator and also may not link to the website for processing of any products beyond what the Program Operator has identified as salable products for the website and specific affiliate sales. Any affiliate of the Program Operator or other person or entity who constructs links that process orders through the Program Operator payment processing system, will be considered as having attacked computing resources with intent to damage the website and this will be treated as a serious computer crime. Violators will be prosecuted to the full extent of the law.

ADVERTISING OF A PREDATORY NATURE

All affiliates in the affiliate program agree to refrain from all types of ‘predatory advertising’ practices, the definition of which shall be at the sole discretion of the Program Operator, and includes, but not be limited to, dynamically replacing the affiliate ID of one affiliate with that of another with the effect of "stealing" the commission from the affiliate that earned it, whether intentional or not. Affiliates may not adjust any of the supplied affiliate links to reset cookies or to bypass other safeguards in the system. Engaging in such practices is grounds for immediate termination and forfeiture of any earned commissions.

LIABILITY

The Program Operator will not be liable for indirect or accidental damages including loss of revenue or commissions, due to commission processing system failures, affiliate system sale tracking failures, losses of database files or backups thereof, attacks on computing resources, hacking, computer viruses, the continued viability of their products, or any results of "intent of harm" to the program, or acts of God or Nature. The Program Operator makes no claim that the operation of the websites will be error-free nor will the Program Operator be held liable for any interruptions or for any errors.

MISCELLANEOUS PROVISIONS

i) If any part of this agreement or the Terms and Conditions is declared void, this agreement and the Terms and Conditions shall, to the maximum practicable extent, be construed without reference to that part. No term or provision of the Agreement shall be waived unless it is in writing and is signed by the party waiving the provision. Any waiver will apply only to the specific event or situation which it describes and shall not be continuing. No affiliate may assign and/or sublicense this agreement without having the Program Operator's prior written consent to do so.

ii) IF THE LIMITATIONS WITHIN THE TERMS AND CONDITIONS ARE HELD TO BE UNENFORCEABLE, THE PROGRAM OPERATOR'S LIABILITY FOR DAMAGES UNDER THIS AGREEMENT TO ANY PERSON OR ENTITY SHALL NOT EXCEED THE AMOUNT OF FEES PAID BY THAT PERSON OR ENTITY FOR THE PRODUCT, SERVICE, AND OR EBOOK OR SOFTWARE (LICENSE)

iii) All legal and/or other fees incurred in collecting any returned cheques or declined credit cards or any other lack of payment related to a sale made by an affiliate will then become payable by the affiliate. Any sums not collected from the affiliate or affiliate's customer are not commissionable, and all fees incurred during processing and/or handling of sales made by the affiliate will be deducted in from any commissions tht are due the affiliate. In the event that the commissions due the affiliate are insufficient to cover any sums, the affiliate hereby agrees to pay the full amount to the Program Operator.

iv) If an affiliate in any manner violates or threatens to violate the Program Operator’s intellectual property rights, the Program Operator may seek injunctive or other appropriate relief in any court located in Australia and the affiliate hereby consents to exclusive jurisdiction and venue in such courts. Use of the Program Operator’s website is unauthorized in any jurisdiction that does not give them effect to all provisions of these terms and conditions, including this paragraph. You agree that no joint venture, emplyment, partnership, or agency relationship exists between you and the Program Operator as a result of this agreement or use of the products, and/or services and website. The Program Operator's performance of this agreement is subject to existing laws and legal process, and there is nothing contained in this agreement that is in derogation of the Program Operator's right to comply with governmental, court and law enforcement. In the event that any part of this agreeement becomes invalid or unenforceable, it will be superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

v) This Agreement shall be governed and construed in accordance with the laws of both the USA and Australia applicable to any agreements made and to be performed in both the USA and Australia. You agree that any legal action and/or proceeding between the Program Operator and you for any purpose concerning this agreement or the parties' obligations hereunder, will first attempt to be resolved with the help of an online mediator that is mutually agreed upon. Any costs and fees (other than attorney fees) associated with the mediation will be divided equally by both parties.

vi) If a mutually satisfactory solution cannot be reached through online mediation, we agree to submit the dispute to binding arbitration at the following location for legal actions or proceedings between the Program Operator and you, in Victoria, Australia. Judgment upon the award rendered may be entered in any court with jurisdiction to do so. The arbitrator's decision will be final and binding with limited rights of appeal.

vii) Any claim or cause of action you may have with regards to the the products, the services, or the website must be commenced within ninety (90) days after the claim or cause of action arises or such a claim or cause of action is barred. The Program Operator’s failure to insist upon or enforce strict performance of any provision of this agreement will not be construed in any way as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practices shall act to modify any provision of this agreement. The Program Operator may assign its rights and duties under this agreement to any party at any time and without notice to you. The Program Operator may transfer any rights or responsibility that it may have to any person or entity whatsoever. Nothing herein will alter or encumber the right of the Program Operator to transfer any rights and/or responsibilities. Any transfer by the Program Operator shall cause this agreement, and any other agreement then in effect (as well as any other contract between you and the transferring party) to transfer simultaneously, all done without permission.

All use of headings in this document is for convenience only and does not identify any legal boundaries or any terms explicitly.

vii) The Program Operator may modify this agreement, and the agreement this creates, at any time, by updating this posting and without notice to you.

viii) Should this affiliate program be deemed illegal for any reason in any jurisdiction, the Program Operator has the right to immediately terminate this program, without recourse. If the payment processors utilized by the Program Operator determine that sales made through affiliates cannot be processed through the payment processor, then the Program Operator has the right to immediately terminate this Program, again, without recourse. Nothing herein is intended to imply that the Program Operator will always offer any affiliate program, or this affiliate program for all products and services and/or any opportunities sold by the Program Operator on the websites. Nothing herein is intended to imply that the Program Operator will offer any affiliate program whatsoever at any time.

It may also be of your best interest to read any documentation at clickbank.com relating to affiliates.

Any rights not expressly granted herein are reserved.

2010

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