GoFuckYourself.com - Adult Webmaster Forum - View Single Post

llporter · 09-21-2005, 06:35 PM

getting my point yet???

16. TERMINATION
The following termination rights are an addition to the termination rights that may be provided elsewhere in this Agreement:
A. SITE?s Right to Terminate: SITE shall have the right to terminate this Agreement at will at anytime, upon written notice. All unpaid commissions shall be paid within sixty (60) days, so long as the orders are not canceled or returned. In the event that SITE terminates this Agreement due to a breach of any provision by Webmaster, Webmaster shall not be entitled to receive any further commissions or payments, including commissions earned prior to the date of termination. SITE also reserves the right to block any Webmaster site that violates any of the above-stated terms, or which, in SITE?s sole discretion, it deems objectionable or offensive, or otherwise violates a law or term of this Agreement. Terminated Webmaster accounts cannot reapply to the Program without the SITE?s express written consent. Should any law enforcement agency, Internet service provider, or other person or entity provide SITE with notice that Webmaster or Webmaster?s SITE has engaged in transmission of unsolicited e-mails or has otherwise engaged in unlawful conduct or conduct in violation of said service provider's terms of service, we reserve the right to cooperate in any investigation relating to your activities, including but not limited to disclosure of your account information in connection therewith.
B. Webmaster?s Right to Terminate: Webmaster shall have the right to terminate this Agreement upon providing thirty (30) days written notice, however Webmaster shall only receive its designated portion of revenue for customer rebills for a period of three (3) months from the date of termination of this Agreement. Customer rebills are only payable if the orders are not canceled or returned.

17. DISCLAIMERS
Webmaster shall remain solely responsible for the operation of its own SITE, and SITE shall remain solely responsible for operation of the Program. SITE has no responsibility for the development, content, operation and maintenance of Webmaster?s SITE, or for any Materials that appear on Webmaster?s SITE. Each party acknowledges that the other?s SITE may be subject to temporary shutdowns dues to causes beyond the operating party?s reasonable control.

18. NO WARRANTIES
WEBMASTER EXPRESSLY AGREES THAT WEBMASTER?S USE OF THE SERVICES IS AT WEBMASTER SOLE AND EXCLUSIVE RISK. THE SERVICES ARE PROVIDED ON AN ?AS IS, WITH ALL FAULTS? AND ?AS AVAILABLE? BASIS. SITE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT. SITE MAKES NO WARRANTY THAT THE SERVICES WILL MEET WEBMASTER REQUIREMENTS, OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES SITE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES OR THAT DEFECTS IN ANY SOFTWARE, HARDWARE OR THE SERVICES WILL BE CORRECTED. WEBMASTER UNDERSTANDS AND AGREES THAT ANY USE WEBMASTER MAKES OF ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS AT WEBMASTER?S OWN DISCRETION AND RISK, AND THAT WEBMASTER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO WEBMASTER?S COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA.

19. INDEMNIFICATION
Webmaster agrees to defend, indemnify, defend, and hold SITE and its affiliates, successors, assigns, officers, employees, agents, directors, shareholders and attorneys, harmless from and against any and all claims and liabilities, including reasonable attorneys? and experts? fees, related to or arising from (a) any breach of Webmaster?s covenants under this Agreement; (b) Webmaster?s use (or misuse) of the Services; (c) all conduct and activities occurring under Webmaster?s user ID and password; (d) any item or service sold or advertised in connection with Webmaster Content or Webmaster?s information and data; (e) any defamatory, libelous or illegal material contained within Webmaster Content or Webmaster?s information and data; (f) any claim or contention that Webmaster Content or Webmaster?s information and data infringes any third party?s patent, copyright, trademark, or other intellectual property rights or violates any third party?s rights of privacy or publicity; (g) third party access or use of Webmaster Content or Webmaster?s information and data; (h) any claim related to Webmaster?s website; or (i) any violation of this Agreement. SITE reserves the right, at its own expense, to participate in the defense of any matter otherwise subject to indemnification from Webmaster, but shall have no obligation to do so. Webmaster shall not settle any such claim or liability without the prior written consent of SITE, which shall not be unreasonably withheld. The Webmaster understands that SITE will take drastic measures to protect itself from any legal or civil litigation including, but not limited to, removing a Webmaster?s web page(s) or SITE(s) from its servers for any reason deemed appropriate by SITE. Webmaster also understands that SITE will charge, on an hourly basis, for any and all time spent responding to any third party complaints, disputes, copyright claims or actions involving Webmaster or Webmaster?s web sites.

20. RELATIONSHIP OF THE PARTIES
The relationship between SITE and Webmaster under this Agreement is that of independent contractors and neither shall be, nor represent themselves to be, a partner, franchiser, franchisee, broker, employee, servant, agent, or representative of the other for any purpose whatsoever. No party is granted any right or authority to assume or create any obligation or responsibility, express or implied, on behalf of, or in the name of, another party or to bind another in any manner or thing whatsoever.

21. FORCE MAJEURE
Neither party will be held liable for, or will be considered to be in breach of or default under this Agreement on account of any delay or failure to perform as required by this Agreement as a result of any causes or conditions that are beyond such party?s reasonable control and that such party is unable to overcome through the exercise of commercially reasonable diligence, including but not limited to acts of God; war, riot, embargoes, acts of civil or military authority, or terrorism; fire, flood, earthquakes, hurricanes, tropical storms or other natural disasters; fiber cuts; strikes, or shortages in transportation, facilities, fuel, energy, labor or materials; failure of the telecommunications or information services infrastructure; hacking, SPAM, net congestion, or any failure of a computer, server or software, including Y2K errors or omissions.

09-21-2005, 06:35 PM
llporter Confirmed User Join Date: Jul 2005 Location: Boston Posts: 3,221	getting my point yet??? 16. TERMINATION The following termination rights are an addition to the termination rights that may be provided elsewhere in this Agreement: A. SITE?s Right to Terminate: SITE shall have the right to terminate this Agreement at will at anytime, upon written notice. All unpaid commissions shall be paid within sixty (60) days, so long as the orders are not canceled or returned. In the event that SITE terminates this Agreement due to a breach of any provision by Webmaster, Webmaster shall not be entitled to receive any further commissions or payments, including commissions earned prior to the date of termination. SITE also reserves the right to block any Webmaster site that violates any of the above-stated terms, or which, in SITE?s sole discretion, it deems objectionable or offensive, or otherwise violates a law or term of this Agreement. Terminated Webmaster accounts cannot reapply to the Program without the SITE?s express written consent. Should any law enforcement agency, Internet service provider, or other person or entity provide SITE with notice that Webmaster or Webmaster?s SITE has engaged in transmission of unsolicited e-mails or has otherwise engaged in unlawful conduct or conduct in violation of said service provider's terms of service, we reserve the right to cooperate in any investigation relating to your activities, including but not limited to disclosure of your account information in connection therewith. B. Webmaster?s Right to Terminate: Webmaster shall have the right to terminate this Agreement upon providing thirty (30) days written notice, however Webmaster shall only receive its designated portion of revenue for customer rebills for a period of three (3) months from the date of termination of this Agreement. Customer rebills are only payable if the orders are not canceled or returned. 17. DISCLAIMERS Webmaster shall remain solely responsible for the operation of its own SITE, and SITE shall remain solely responsible for operation of the Program. SITE has no responsibility for the development, content, operation and maintenance of Webmaster?s SITE, or for any Materials that appear on Webmaster?s SITE. Each party acknowledges that the other?s SITE may be subject to temporary shutdowns dues to causes beyond the operating party?s reasonable control. 18. NO WARRANTIES WEBMASTER EXPRESSLY AGREES THAT WEBMASTER?S USE OF THE SERVICES IS AT WEBMASTER SOLE AND EXCLUSIVE RISK. THE SERVICES ARE PROVIDED ON AN ?AS IS, WITH ALL FAULTS? AND ?AS AVAILABLE? BASIS. SITE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT. SITE MAKES NO WARRANTY THAT THE SERVICES WILL MEET WEBMASTER REQUIREMENTS, OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES SITE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES OR THAT DEFECTS IN ANY SOFTWARE, HARDWARE OR THE SERVICES WILL BE CORRECTED. WEBMASTER UNDERSTANDS AND AGREES THAT ANY USE WEBMASTER MAKES OF ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS AT WEBMASTER?S OWN DISCRETION AND RISK, AND THAT WEBMASTER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO WEBMASTER?S COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. 19. INDEMNIFICATION Webmaster agrees to defend, indemnify, defend, and hold SITE and its affiliates, successors, assigns, officers, employees, agents, directors, shareholders and attorneys, harmless from and against any and all claims and liabilities, including reasonable attorneys? and experts? fees, related to or arising from (a) any breach of Webmaster?s covenants under this Agreement; (b) Webmaster?s use (or misuse) of the Services; (c) all conduct and activities occurring under Webmaster?s user ID and password; (d) any item or service sold or advertised in connection with Webmaster Content or Webmaster?s information and data; (e) any defamatory, libelous or illegal material contained within Webmaster Content or Webmaster?s information and data; (f) any claim or contention that Webmaster Content or Webmaster?s information and data infringes any third party?s patent, copyright, trademark, or other intellectual property rights or violates any third party?s rights of privacy or publicity; (g) third party access or use of Webmaster Content or Webmaster?s information and data; (h) any claim related to Webmaster?s website; or (i) any violation of this Agreement. SITE reserves the right, at its own expense, to participate in the defense of any matter otherwise subject to indemnification from Webmaster, but shall have no obligation to do so. Webmaster shall not settle any such claim or liability without the prior written consent of SITE, which shall not be unreasonably withheld. The Webmaster understands that SITE will take drastic measures to protect itself from any legal or civil litigation including, but not limited to, removing a Webmaster?s web page(s) or SITE(s) from its servers for any reason deemed appropriate by SITE. Webmaster also understands that SITE will charge, on an hourly basis, for any and all time spent responding to any third party complaints, disputes, copyright claims or actions involving Webmaster or Webmaster?s web sites. 20. RELATIONSHIP OF THE PARTIES The relationship between SITE and Webmaster under this Agreement is that of independent contractors and neither shall be, nor represent themselves to be, a partner, franchiser, franchisee, broker, employee, servant, agent, or representative of the other for any purpose whatsoever. No party is granted any right or authority to assume or create any obligation or responsibility, express or implied, on behalf of, or in the name of, another party or to bind another in any manner or thing whatsoever. 21. FORCE MAJEURE Neither party will be held liable for, or will be considered to be in breach of or default under this Agreement on account of any delay or failure to perform as required by this Agreement as a result of any causes or conditions that are beyond such party?s reasonable control and that such party is unable to overcome through the exercise of commercially reasonable diligence, including but not limited to acts of God; war, riot, embargoes, acts of civil or military authority, or terrorism; fire, flood, earthquakes, hurricanes, tropical storms or other natural disasters; fiber cuts; strikes, or shortages in transportation, facilities, fuel, energy, labor or materials; failure of the telecommunications or information services infrastructure; hacking, SPAM, net congestion, or any failure of a computer, server or software, including Y2K errors or omissions.