Terms of Enrollment
and Agreement
This Affiliate Agreement ("Agreement") is between
you, either individually or as a representative of your company or
institution ("Affiliate") and Global Frontiers, Inc. dba
getskilled.com ("getskilled.com"). BY CLICKING ON THE
"I AGREE" BUTTON, WHICH YOU HAVE SELECTED AFTER VIEWING
THIS AGREEMENT, IT GOES INTO FULL EFFECT (THE "EFFECTIVE
DATE") AND YOU AGREE TO THE TERMS OF THIS AGREEMENT. PLEASE
READ THIS AGREEMENT CAREFULLY.
- License and Restrictions: getskilled.com grants Affiliate a
personal, nonexclusive, nontransferable license to participate
in the Affiliate Program ("Program"), which involves
the marketing, sales, and promotion of services available at
the getskilled.com Website (the "Service").
Affiliate may not sublicense, assign, or transfer its benefits
or rights under this Agreement.
- Term: The Term of this Agreement shall commence on the
Effective Date and shall continue for an initial term
("Initial Term") of one year, notwithstanding the
provisions of Paragraph 4 hereunder. Following the end of the
Initial Term, the Agreement will automatically renew
thereafter for an additional period of same duration
("Renewal Terms").
- Notices: Notices given by getskilled.com to Affiliate will
be given by email or by conventional mail, using the contact
information provided as part of the Program enrollment
process, or to updated addresses provided to getskilled.com by
notice given consistent with this provision. Notices given by
Affiliate to getskilled.com must be given by email to
affiliates@getskilled.com, by conventional mail sent to
getskilled.com, P.O. Box 22021, Portland, OR 97269-2021, or by
faxed letter sent to +1 (503) 652-9996, or such updated
addresses which getskilled.com may provide Affiliate by notice
given consistent with this provision.
- Compensation: The amount owing to the Affiliate for any
period ("Commissions") will be based on the
percentage of actual net revenue received from customers who
utilize the Service after being referred to the Service by
Affiliate ("Referred Users"). The actual Commission
shall be calculated as follows:
- First Year's Commissions (Year 1): 15% of net monthly
revenue ("Net Revenue") paid within Referred User's
first year of Service.
- Renewal Commissions (Years 2+): 7.5% of Net Revenue paid
within Referred User's second or greater year(s) of Service.
All Commissions are paid "as earned" in U.S dollars,
monthly, on the 15th day of each month or the closest business day
thereafter ("Payment Date"), provided that the total
Commissions for the month exceeds the Minimum Amount. The
"Minimum Amount" is defined as $50.00 for Affiliates
residing within the United States and Canada, and $100.00 for
international Affiliates residing outside of the United States and
Canada. If the total Commissions for the month are less than the
Minimum Amount, getskilled.com will reserve the payment and
continue to accumulate said Commissions until the total
Commissions owed exceed the Minimum Amount and will pay Affiliate
on the first subsequent monthly Payment Date. getskilled.com may
withhold any and all payments to the Affiliate if the Affiliate is
in breach of this Agreement.
- Termination: Either party may terminate this Agreement at
any time. Upon termination, Affiliate shall no longer be entitled
to participate in the Program and the licenses granted hereunder
shall end; the terms of this Agreement will otherwise remain in
effect. Affiliate shall immediately return or destroy all
Proprietary Information in the Affiliate's possession and/or in
the possession of the Affiliate's agents, servants, and/or
employees. Affiliate shall also immediately remove any hyperlinks
and materials, over which getskilled.com has a proprietary right,
from the Affiliate's Website and/or the Websites of Affiliate's
agents.
- Affiliate may terminate this Agreement, with our without
cause, by sending an email to affiliates@getskilled.com. Within 30
days of termination, and only if Affiliate is not in default of
this Agreement, Affiliate shall receive Commissions which were
earned as outlined herein since the prior Payment Date.
- getskilled.com may terminate this Agreement, with or without
cause, by notice to Affiliate using the contact information
Affiliate has provided. If Affiliate fails to comply with any term
or condition of this Agreement, getskilled.com, at its sole
discretion, may find Affiliate in breach of this Agreement.
- Independent Contractor: Affiliate acknowledges its status as
an independent contractor, and in no way is to be construed as an
employee of getskilled.com or of any of its associates in any
capacity. Neither Affiliate nor its assistants, subcontractors, or
employees will hold themselves out as employees of getskilled.com,
nor have expectations or entitlement to any employment benefits
including but not limited to health, life or disability insurance,
retirement or pension plans, paid vacation or sick leave,
unemployment compensation or worker's compensation insurance from
getskilled.com. Affiliate shall supply, supervise and compensate
any assistants, subcontractors, or employees required in the
performance of this Agreement at its sole discretion, and in no
way will getskilled.com be obligated to pay Affiliate's
assistants, subcontractors, employees, agents or assigns directly.
- Licenses and/or Certifications: Affiliate shall be
responsible for obtaining whatever licenses or certifications that
may be necessary under applicable law to fulfill the
responsibilities of this Agreement.
- Method of Performance: Affiliate shall have control over and
shall be solely responsible for the manner in which it fulfills
its responsibilities under this Agreement, and shall be
responsible to getskilled.com only to the extent that it abides by
getskilled.com's policies for the marketing and sales of
getskilled.com's products and services.
- Income Reporting: getskilled.com will report to federal,
state and local government agencies, as required by law, that it
has paid Affiliate certain sums for services rendered by Affiliate
to getskilled.com, including but not limited to the annual filing
of IRS Form 1099 MISC. Affiliate agrees to provide getskilled.com
with any and all information necessary for such reporting, such as
a Taxpayer Identification number or social security number,
immediately upon request. Affiliate also agrees that it will
report to federal, state and local government agencies, as
required by law, that it has been paid by getskilled.com certain
sums for services rendered by Affiliate to getskilled.com,
including but not limited to the annual filing of IRS Form 4669.
- Marketing and Promotion: Affiliate agrees, at its expense,
to use its best efforts to actively and effectively advertise,
market and promote the Service as widely as possible so as to
maximize the benefit to Affiliate and getskilled.com. These
efforts will include, but not be limited to, promotional
activities such as online advertising, print advertising,
newsletters, and hyperlinks from its respective Website(s) to
getskilled.com. Affiliate shall not assert any claim or interest
in or to any trademark, trade name, copyright, service mark or
logo belong or licensed to getskilled.com, or do anything to
adversely affect their validity or enforceability. This includes
any act or assistance to any act that may infringe, or lead to the
infringement of, any software copyright. All marketing, sales, or
promotional materials bearing any variation of getskilled.com's
name(s), services, and/or service mark(s) shall conform to the
policies of getskilled.com for such materials, and Affiliate
agrees to present any such materials to getskilled.com for
inspection and approval prior to distribution.
- Offer Code: Affiliate will be issued an Offer Code to
facilitate special offers, sales tracking and compensation.
- Purchase Not Required: Affiliate is NOT required to signup
for Service from getskilled.com in order to participate in the
Program.
- Damage Limitation: In no event shall getskilled.com be
liable for money damages under this Agreement, including but not
limited to special or consequential, direct or indirect, whether
or not the possibility of such damages have been disclosed to
getskilled.com in advance or could have been reasonably foreseen
by getskilled.com. Affiliate indemnifies and holds harmless
getskilled.com from all claims, damages, and expenses.
- Consideration: Affiliate and getskilled.com acknowledge
receipt of consideration for their performances under this
Agreement.
- Force Majeure: Affiliate understands that due to factors
outside of getskilled.com's control, including but not limited to
power failures, technical failures, interruption of service by any
telecommunications company, activity on the Internet, acts of God,
or any other cause outside getskilled.com's control, Service may
be interrupted. Affiliate acknowledges that such interrupts are
not a breach of getskilled.com's performance under this Agreement.
- Acceptable Use Policy: In the event of inappropriate use of
Service by Users, getskilled.com, at its sole discretion, may
suspend access to the affected account and to the data contained
therein. It is further understood that suspended accounts do not
generate Net Revenue and are not included in the calculation of
Commissions.
- Non-Waiver: Non-enforcement of any section of this
Agreement by getskilled.com does not constitute consent or waiver
of that term or section and getskilled.com reserves the right to
enforce this Agreement at its sole discretion.
- Governing Law: This Agreement and the rights and
obligations of the parties under it are governed by and
interpreted in accordance with the laws of the State of Oregon
(without regard to principles of conflicts of law), United States
of America.
- Integration: This Agreement constitutes the entire
understanding and agreement between the parties with respect to
the subject matter of this Agreement. There are no agreements,
understandings, restrictions, representations, or warranties
between the parties other than those in this Agreement or referred
to or provided for in this Agreement.
- Modification: getskilled.com may at its sole option,
anytime, modify or append this Agreement by posting the revised
Agreement to its Website and agrees that no other notice is
required. Affiliate's continued participation in the Program
following getskilled.com's posting of such changes will constitute
binding acceptance of this change. If any modification is
unacceptable to Affiliate, Affiliate's sole remedy is to terminate
its participation in the Program. Affiliate is responsible for
reviewing information posted on the getskilled.com Website on a
regular basis. No other modifications or amendments of any
provision(s) of this Agreement will be binding on getskilled.com.
- Severability: If any term or provision of this Agreement is
held to be void or unenforceable, that term or provision will be
severed from this Agreement, the balance of the Agreement will
survive, and the balance of this Agreement will be reasonably
construed to carry out the intent of the parties as evidenced by
the terms of this Agreement.
- Captions: The captions used in this Agreement are for the
convenience of the parties only and will not be interpreted to
enlarge, contract, or alter the terms and provisions of this
Agreement.
- Limitations to Agency Power: The parties understand that
this Agreement is for the purposes of adding customers to the
getskilled.com customer base. Within the scope of this Agreement,
the parties are independent contractors and not employees, agents,
partners, joint ventures, or any other entity possessing joint
liability. Neither party has the authority to bind the other,
except as required during the course of performance as expressed
herein.
- Attorney Fees: In the event of any suit or action to
enforce or interpret any provision of this Agreement, the
prevailing party is entitled to recover, in addition to other
costs, reasonable attorney fees in connection with the suit,
action, or arbitration, and in any appeals. The determination of
who is the prevailing party and the amount of reasonable attorney
fees to be paid to the prevailing party will be decided by the
court or courts, including any appellate courts, in which the
matter is tried, heard, or decided.
- Arbitration: Any controversy, claim or dispute between the
parties to this Agreement arising out of or in connection with, or
in relation to the interpretation, validity, performance or breach
of the Agreement shall, at the request of either party, first be
resolved to the exclusion of a court of law by binding
arbitration, in Multnomah County, Oregon, in accordance with the
rules and policies set by the presiding Arbitration Judge in
Multnomah County, Oregon. All parties consent to personal
jurisdiction in the State of Oregon.
WHEN YOU SIGNUP, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND, BY
CLICKING ON THE BUTTON MARKED "I AGREE", INDICATE YOUR
ACCEPTANCE OF ITS TERMS AND CONDITIONS. YOU ALSO AGREE THAT THIS
IS THE COMPLETE AGREEMENT BETWEEN US AND IT SUPERSEDES ANY OTHER
INFORMATION YOU MAY HAVE RECEIVED RELATING TO THE SUBJECT MATTER
OF THIS AGREEMENT.
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