Affiliate Program Terms


Program terminated 5/2/2018


Last Updated: April 25, 2018

This Affiliate Service Agreement (the “Agreement”) is made by and between LiquidPlanner, Inc., a Delaware, USA corporation (“LiquidPlanner”), and you, as an Affiliate utilizing the LiquidPlanner Affiliate Program (“You”, “Your”, “Affiliate”).

You must agree to abide by the terms and conditions contained in this Agreement in order to participate. Please read this Agreement carefully before registering and using the Service as an Affiliate. By signing up for the LiquidPlanner Affiliate Program, you indicate Your acceptance of this Agreement and its terms and conditions. If You do not accept this Agreement, do not use the LiquidPlanner Affiliate Program as an Affiliate.

By participating in LiquidPlanner’s Affiliate internet marketing program, you agree with the supplemental Program terms and conditions set forth below, established by LiquidPlanner Inc.. These supplemental terms are in addition to the LiquidPlanner Terms of Service, and, in the event of a direct conflict between the two, these supplemental terms will control.

The following agreement is summarized as follows:

  • You place our banners, logo, or descriptions anywhere on your site as you see fit, or within non-spam emails.
  • We may email you concerning the LiquidPlanner Affiliate Program.
  • We may change the terms of the program now and then. You are responsible for reviewing the LiquidPlanner Affiliate Program Terms & Conditions from time to time for updates.
  • Adult, Hate, or other related unacceptable sites are not allowed as determined in the sole discretion of LiquidPlanner Inc..
  • You will be paid your commissions at such time as your account balance is $50 or more.
  • All statistics are collected and calculated by LiquidPlanner, and will be the only valid stats used for determining commissions.
  • Any page that contains LiquidPlanner links, banners, or code must be written in English.
  • As an affiliate, you can only have 1 account. Self-referrals for affiliate accounts are strictly prohibited.
  • Your physical address listed for receiving checks MUST be your actual address. Mail forwarding services, for the purpose of avoiding network demographics, are NOT allowed. For example, if you choose USA as your country, you must be in the USA. If you choose Russia as a country, you must be in Russia.
  • You won’t hold us liable for anything. A link to a non-LiquidPlanner Web site does not mean that LiquidPlanner endorses or accepts any responsibility for the content or the use of such Web site.
  • You cannot SPAM. Under no circumstances shall You send commercial electronic mail messages as defined in the Federal spam law, the CAN-SPAM Act of 2003 [the “Act”], with respect to LiquidPlanner’s Program. For clarification, this does not prohibit You from sending transactional or relationship messages as defined in the Act. LiquidPlanner reserves the right to collect, withhold, or cancel any and all compensation related to the content You send via commercial electronic mail messages. We will terminate your account on the first offense of SPAMMING. Do not send email to lists or groups that you do not have permission to send to. We cannot stress this enough. We WILL terminate your account on the first offense.
  • You may place banners or links within your newsletters, in content of your website, or within other web related content.
  • Affiliate accounts that are left inactive will be removed from our system if their balance is equal to or less than $25. If an abandoned affiliate account has a balance between $25 and $50, a $25 fee will be assessed once per calendar month, until the balance is equal to zero dollars – and is closed. At no time will an affiliate ever owe monies to LiquidPlanner, Inc. based on fees – the account will simply be closed. An abandoned affiliate account is defined as any account that has not been logged in to for a period of six months, nor have any transactions been posted to that account. If one or the other of those conditions is false – the account will remain in an active state.
  • NOT ALLOWED: All other uses of banners or links, such as newsgroups, chat rooms, ICQ, message boards, banner networks, hit farms, counters, or guestbooks etc. are NOT allowed.
  • NOT ALLOWED: Any placement of banners or ads in a “Desktop” advertising scheme. This includes any and all 3rd party advertising platforms that use a desktop application to display ads in any form.
  • NOT ALLOWED: Any display of a LiquidPlanner window that isn’t the result of a direct click by the end-user.
  • NOT ALLOWED: You may not corrupt, modify or disable the tracking functionality provided to You related to the Program. The tools, products and creative assets (collectively, “Assets”) that are provided to You by LiquidPlanner provide valuable information vital to the success of the Program, including information that helps make sure Transactions generated by You are properly attributed to You for Payout calculations. Thus, each of these Assets must be used in their intended manners as instructed by LiquidPlanner.
  • NOT ALLOWED: You may not purchase Keywords, Pay Per Click advertising, and domain names involving LiquidPlanner’s trademark “LiquidPlanner” and variations thereof. You shall not purchase search engine keywords or domain names that use LiquidPlanner’s trademark “LiquidPlanner” and/or certain variations and misspellings thereof. You shall not purchase or register keywords, Pay Per Click advertising, AdWords, search terms, domain names, or other identifying terms that include the word “LIQUIDPLANNER” or certain variations and misspellings thereof for use in any search engine, portal, sponsored advertising service or other search or referral service. Specifically, this policy prohibits You from:
    • Bidding on LiquidPlanner’s trademark, “LiquidPlanner”, and any keyword string that includes this term. For example, “LiquidPlanner software”, “LiquidPlanner apparel”, “LiquidPlanner tools”, “LiquidPlanner t-shirts”, etc.; and
    • Bidding on variations of LiquidPlanner’s trademark: for example “Liquid Planner”, “LiquidPlanner.com”, www.LiquidPlanner.com”, “www.LiquidPlanner”, “ww.LiquidPlanner.com”, “www,LiquidPlanner.com”, “wwwLiquidPlanner.com”, etc.
    • Purchasing domain names based on LiquidPlanner’s trademarks or variations of LiquidPlanner’s trademark: for example ” liquidplaner.com “, “liquidplanner.com”, “LiquidPlannerk.com”, “LiquidPlannerproducts.com”, etc.
    • Purchasing Pay Per Click advertising containing LiquidPlanner’s trademarks or variations of LiquidPlanner’s trademark: for example “liquidplaner.com”, “liquidsplanner.com”, “LiquidPlannerk.com”, “LiquidPlannerproducts.com”, etc.
    • If LiquidPlanner determines, in its sole discretion, that You have purchased or attempted to purchase “LiquidPlanner” keywords or domain names, or one of the three cited examples above, then LiquidPlanner may (without limiting any other remedies available to it) pursue any or all of the following actions:
    • Withhold all compensation otherwise payable to You beginning with the date on which You purchased the prohibited trademarked terms;
    • Remove You from the LiquidPlanner affiliate Program permanently; and/or
    • Contact the search engine in which your ad was found to ask that these ads be removed immediately and permanently.
  • Failure to abide by these rules could mean termination from the LiquidPlanner Affiliate Program completely with a complete forfeit of commissions.
  • Fraud is a serious offense, and will be treated as such. Fraud is defined as any action that intentionally attempts to create sales, leads, or click-throughs using robots, frames, iframes, scripts, or manually “refreshing” of pages, for the sole purpose of creating commissions. ANY ATTEMPTED FRAUD OR FRAUD WILL RESULT IN MEMBERSHIP TERMINATION AND VOIDED COMMISSIONS.
  • You cannot refer yourself as a customer with LiquidPlanner and receive commission.

PRIVACY POLICY

LiquidPlanner respects the privacy of its Affiliates and will not disclose personal information to third parties without Your express permission. For more information about how LiquidPlanner collects, uses and shares information, please refer to the LiquidPlanner Privacy Policy. If You have any questions please contact affiliates@liquidplanner.com.

DEFINITIONS

“Affiliate” means an individual or business generating their own traffic and thus rewarded for legitimate sales, leads, clicks, or other measurable action. Affiliates use their LiquidPlanner account for tracking, reporting, and receipt of commission payment.

“Visitor” means any person, or user that clicks on a Link to a LiquidPlanner’s Web site placed on an Affiliate’s Web site.

“Sale commission” means the Payout that LiquidPlanner sets and agrees to pay for Visitors referred to the LiquidPlanner Web site that result in a sale of the LiquidPlanner service. The sale could occur at the time of the visit or at a later time.

“Payout” means the amount of sale commission that LiquidPlanner agrees to pay for an individual measurable action. The Payout is defined as either a percentage of a total sale amount, or as a set bounty (flat rate) per action.

“Commission” means the amount of sale commission that LiquidPlanner agrees to pay for an individual measurable action. The Payout is defined as either a percentage of a total sale amount, or as a set bounty (flat rate) per action.

“Link” means a hyperlink placed on an Affiliate’s site that, when clicked on, sends a Visitor through to LiquidPlanner’s Web site. Links take many forms including text, a product image, buttons, banners, videos or any other format acceptable to LiquidPlanner.

“VOID” means a reversal of a Payout previously earned for a sale that is later rescinded or corrected by LiquidPlanner. LiquidPlanner may VOID transactions that are fraudulent, or in the case of credit card chargebacks, duplicate transactions, or other valid reasons.

“Your Account” means a specific account within the Service, where Commissions are credited.

As an Affiliate of LiquidPlanner, you may place and remove LiquidPlanner Links on Your site and in acceptable locations.

  • You place our banners anywhere on your site as you see fit, or within non-spam emails.
  • Adult, Hate, or other related unacceptable sites are not allowed as determined in the sole discretion of LiquidPlanner Inc..
  • Any page that contains LiquidPlanner links, banners, or code must be written in English.
  • You cannot SPAM. We will terminate your account on the first offense of SPAMMING. Do not send email to lists or groups that you do not have permission to send to. We cannot stress this enough, we WILL terminate your account on the first offense.
  • Affiliate accounts that are left inactive will be removed from our system if their balance is equal to or less than $25. If an abandoned affiliate account has a balance between $25 and $50, a $25 fee will be assessed once per calendar month, until the balance is equal to zero dollars – and is closed. At no time will an affiliate ever owe monies to LiquidPlanner, Inc. based on fees – the account will simply be closed. An abandoned affiliate account is defined as any account that has not been logged in to for a period of 12 months, nor have any transactions been posted to that account. If one or the other of those conditions are true – the account will remain in an active state.
  • NOT ALLOWED: All other uses of banners or links, such as newsgroups, chat rooms, ICQ, message boards, banner networks, hit farms, counters, or guestbooks etc. are NOT allowed.
  • NOT ALLOWED: Any placement of creative in a “Desktop” advertising scheme. This includes any and all 3rd party advertising platforms that use a desktop application to display ads in any form.
  • NOT ALLOWED: Any display of a merchant window that isn’t the result of a direct click by the end-user.

THE SERVICE

LiquidPlanner has developed and operates a service (the “Service”) which allows Affiliates to participate in a Performance Marketing program. As an Affiliate of LiquidPlanner, your relationship with LiquidPlanner will be conducted and managed through the Service.

AFFILIATE PAYMENT

You will receive a Commission for sending LiquidPlanner authorized sales via Your Links. In order to place Links, You must first be approved by LiquidPlanner to become an Affiliate of LiquidPlanner. When you refer a Visitor to the LiquidPlanner website and that Visitor creates a LiquidPlanner account and associated workspace(s), your Affiliate ID will be associated with that Visitor’s LiquidPlanner account and the workspace(s) they own. If that Visitor converts any of the free workspaces they own to a paid Professional or Enterprise Edition workspace at any time, you will receive a Payout. Commissions will be paid on Professional or Enterprise Edition workspaces only. A user can be paid for on a monthly or annual basis.

The Payout is earned on a one-time basis as a percent of an invoice on the paid workspace. If the paid users in a paid workspace are designated as “monthly”, the Affiliate will receive 100% of the first recurring month’s revenue for all current users included in the initial purchase. If the paid users in a paid workspace are designated as “annual,” the Affiliate will receive 15% of the first annual invoice. If the paid users in a paid workspace are designated as a combination of “monthly” and “annual”, the Affiliate will receive a combination Payout — 100% of the 1st monthly recurring revenue on all current users included in the initial monthly purchase and 15% of the first annual invoice. In the case of a “PilotRight” deal, the Payout will be a flat rate of $500 and will occur at the time of conversion to a paid annual account. In the case of a “PilotLight” deal, no Payout will made.

No Payouts will be made on paid users added to the paid workspace after the initial invoice. Payouts for a single paid workspace will be capped at $1500.00 USD. Note that LiquidPlanner may discount rates for paid users at its discretion; Payouts will still be taken as a percentage of monthly or annual revenue. LiquidPlanner will accrue Payouts to your account only when the payment from the referred Visitor has been received by LiquidPlanner, Inc.

If you are based in the United States, you may choose to receive your Payouts in one of two ways: 1) as a credit applied to an invoice on a LiquidPlanner workspace you own (“workspace credit”), or 2) as a cash payment (in the form of a check) (“cash payment”). If you select the Workspace Credit option, you may select one workspace to which to apply the credit. Workspace Credits in any amount will be applied to the next recurring (monthly or annual) invoice. If your Workspace Credits exceed the amount of your LiquidPlanner invoice, a Workspace Credit balance will be maintained and applied to the next applicable invoice. Cash Payments will be made within 30 days of the point at which the Payout balance exceeds $50 or more.  Cash Payments will be sent to the address listed on the Affiliate Settings page in your LiquidPlanner account. If You are suspected of fraud, payment will be delayed until resolution has been reached by LiquidPlanner, Inc. Money credited to Your Account does not accrue interest. LiquidPlanner will require that you complete a W-9 form for tax purposes. No Payouts will be made unless LiquidPlanner has received the completed W-9 form within the required timeline, as determined by LiquidPlanner.

If you are based outside the United States, you may choose to receive your Payouts in one of two ways: 1) as a credit applied to an invoice on a LiquidPlanner workspace you own (“workspace credit”), or 2) as a PayPal payment (“pay pal payment”). If you select the Workspace Credit option, you may select one workspace to which to apply the credit. Workspace Credits in any amount will be applied to the next recurring (monthly or annual) invoice. If your Workspace Credits exceed the amount of your LiquidPlanner invoice, a Workspace Credit balance will be maintained and applied to the next applicable invoice. Pay Pal payments will be initiated will be made within 30 days of the point at which the Payout balance exceeds $50 or more.  Pay Pal Payments sent to the Pay Pal email address listed on the Affiliate Settings page in your LiquidPlanner account. If You are suspected of fraud, payment will be delayed until resolution has been reached by LiquidPlanner, Inc. Money credited to Your Account does not accrue interest.

You understand that the Payout amount may be changed at any time. This information is also available to You in the LiquidPlanner Member Settings Area. In the event of a VOIDED SALE, LiquidPlanner may recover from You the corresponding Commission previously credited to Your Account. The VOID Commission will be immediately deducted from Your Account balance. In the event that Your Account balance is less than the VOID Commission, the VOID Commission will be deducted against Your future earnings. You will NEVER be asked to send money to LiquidPlanner.

SERVICE AND SUPPORT

LiquidPlanner will provide support for the Service as indicated on the LiquidPlanner Web site.

EMAIL CONTACT

LiquidPlanner reserves the right to send e-mail to You for the purposes of informing you of applicable changes or additions to the Service or any LiquidPlanner related products and services.

CHANGES TO THE SERVICE

LiquidPlanner reserves the right to change, modify, add or remove portions of this Agreement at any time and may add to, change, suspend or discontinue any aspect of the Service at any time. In the event of any material change, LiquidPlanner will notify You via e-mail, newsletter or the LiquidPlanner Web site at least 7 days prior to any such changes taking effect, at which time You may either agree to such changes or withdraw from the Service.

REGISTRATION

To sign up as an Affiliate of LiquidPlanner and to use the Service as an Affiliate Partner you must be at least 18 (eighteen) years of age.

THE FOLLOWING TYPES OF SITES ARE NOT ALLOWED TO PARTICIPATE IN LiquidPlanner: ADULT SITES, SITES THAT DISPLAY ADULT BANNERS, SITES THAT PROMOTE VIOLENCE, BIGOTRY, OR HATRED. SITES THAT PROMOTE ILLEGAL ACTIVITY, including but not limited to WAREZ, CRACKING, and HACKING SITES. Suitability of Your site shall be determined in the sole discretion of LiquidPlanner Inc.. You shall provide LiquidPlanner with accurate, complete and updated registration information. You may not select the name of another person with the intent to impersonate that person or deceive members or other users as to Your true identity. You agree that LiquidPlanner may rely on any data, notice, instruction or request furnished to LiquidPlanner by You which is reasonably believed by LiquidPlanner to be genuine and to have been sent or presented by a person reasonably believed by LiquidPlanner to be authorized to act on Your behalf. You shall notify LiquidPlanner by e-mail at affiliates@LiquidPlanner.com of any known or suspected unauthorized uses of Your Account, or any known or suspected breach of security, including loss, theft or unauthorized disclosure of Your username and password. You shall be responsible for maintaining the confidentiality of Your username and password and You are responsible for all usage and activity on Your Account, including use of the account by a third party authorized by You to use Your Account. Any fraudulent, abusive or otherwise illegal activity may be grounds for termination by LiquidPlanner and referral to the appropriate law enforcement agencies.

ACCEPTED USE

You represent to LiquidPlanner that all content You provide to the Service is solely owned by You or provided by You with the express authority of the company You represent, does not infringe upon any other individual’s or organization’s rights (including, without limitation, intellectual property rights) and is not defamatory, libelous, unlawful or otherwise objectionable. You shall not provide, promote, distribute, place or otherwise publish as an Affiliate of the Service any content, or Web site that includes content, which is libelous, defamatory, obscene, pornographic, abusive, fraudulent or violates any law. As LiquidPlanner may not review all information provided by You, You shall remain solely responsible for Your content and Web site. As an Affiliate, You may not artificially inflate traffic counts to the LiquidPlanner site using any device, program, robot or other means, including but not limited to JavaScript pop-up windows and redirects. You may not click on Your own banners and/or links or submit multiple leads to LiquidPlanner.

Links may not be placed in newsgroups, unsolicited e-mail, ICQ, banner networks, counters, chatrooms or guestbooks. Any Link placed must be done in such a way that it is not misleading to any Visitor and done with the intention of delivering valid sales, leads, or clicks to LiquidPlanner for that Link.

Points or reward programs for click or lead programs are NOT allowed. LiquidPlanner RESERVES THE RIGHT TO DEEM ANY SITE INAPPROPRIATE AND TERMINATE THE AFFILIATE AS A MEMBER OF the LiquidPlanner Affiliate Program. If You are terminated from the Service, LiquidPlanner has the right to withhold money You earned within the Service or money that You owe within the Service and You will not be allowed to re-join the LiquidPlanner Affiliate Program.

LIMITED WARRANTY

The Service, its operation, its use and the results of such use shall be performed in a workmanlike manner. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, LiquidPlanner DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE SERVICE, ITS USE AND THE RESULTS OF SUCH USE. WITHOUT LIMITING THE FOREGOING, LiquidPlanner SPECIFICALLY DISCLAIMS ANY WARRANTY (A) THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, (B) THAT DEFECTS WILL BE CORRECTED, (C) THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS, (D) THAT THE SECURITY METHODS EMPLOYED WILL BE SUFFICIENT, OR (E) REGARDING CORRECTNESS, ACCURACY, OR RELIABILITY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. LiquidPlanner will make reasonable commercial efforts to keep its transaction service operational during normal business hours. However, certain technical difficulties may, from time to time, result in temporary service interruptions. Affiliate understands and acknowledges that it is normal to have a certain amount of system downtime and further agrees not to hold LiquidPlanner liable for any of the consequences of such interruptions. LIQUIDPLANNER SHALL HAVE NO LIABILITY FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF ANY WEB SITE OF AFFILIATE OR AFFILIATE CUSTOMER DATA FILES OR SYSTEMS OR PROGRAMS THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES. LIQUIDPLANNER SHALL HAVE NO LIABILITY WITH RESPECT TO LIQUIDPLANNER OBLIGATIONS HEREUNDER OR OTHERWISE FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF LIQUIDPLANNER HAS BEEN NOTIFIED OF SUCH DAMAGES. ANY LIABILITY OF LIQUIDPLANNER HEREUNDER SHALL BE LIMITED TO THE REVENUE EARNED BY LIQUIDPLANNER AS A DIRECT RESULT OF THIS AGREEMENT.

LIMITATION OF LIABILITY

LIQUIDPLANNER OR ITS SUPPLIERS OR RESELLERS SHALL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR (I) ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER ARISING OUT OF THE USE OF OR INABILITY TO USE THE LIQUIDPLANNER SERVICE OR ANY INFORMATION PROVIDED ON THE LIQUIDPLANNER WEB SITE OR ANY OTHER HYPERLINKED WEB SITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF LIQUIDPLANNER OR A LIQUIDPLANNER AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE WEB SITE OR ANY HYPERLINKED WEB SITE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, LIQUIDPLANNER ‘S LIABILITY IS LIMITED TO THE SMALLEST AMOUNT PERMITTED BY LAW. THIS PARAGRAPH WILL SURVIVE THE FAILURE OF ANY EXCLUSIVE OR LIMITED REMEDY.

You agree that LiquidPlanner, although the provider of the Service, has no responsibility or liability as a result of Your placement of authorized Links from Your Web site, and You, agree to indemnify, defend, and hold harmless LiquidPlanner and its affiliates, officers, directors, employees and agents from and against any and all liability, claims, losses, damages, injuries or expenses (including reasonable attorneys’ fees) directly or indirectly arising from or relating to any offer or any other matter related to this Agreement or the subject matter hereof and any dispute relating thereto.

LiquidPlanner agrees to indemnify, defend, and hold harmless Affiliate and its affiliates, officers, directors, employees and agents from and against any and all liability, claims, losses, damages, injuries or expenses (including reasonable attorneys’ fees) directly or indirectly arising from or relating to LiquidPlanner’s negligence or willful misconduct in performance of the Services or its breach of this Agreement.

NON-DISCLOSURE

LiquidPlanner acknowledges that in the course of this Agreement it shall have access to confidential and proprietary information (“Confidential Information”) of Your company. LiquidPlanner agrees not to disclose or disseminate the Confidential Information without Your prior express written consent. The term “Confidential Information” shall not include information that is or becomes part of the public domain through no action or omission of LiquidPlanner, that becomes available to LiquidPlanner from third parties without knowledge by LiquidPlanner of any breach of fiduciary duty, or that LiquidPlanner had in its possession prior to the date of this Agreement. Any information we receive is used solely for tracking and Commission payment purposes. LiquidPlanner reserves the right to be able to utilize this data in aggregate to analyze Service trends, monitor Service efficiencies, and perform such other analysis as LiquidPlanner deems appropriate.

OWNERSHIP AND LICENSES

You, the Affiliate, are granted a non-exclusive, limited, revocable right to use LiquidPlanner’s provided trademarks and banners. All images, technology and content provided for Your use is and shall remain the sole property of LiquidPlanner, and no part thereof shall be deemed assigned or licensed to You except as explicitly provided for herein. All intellectual property rights, including trademarks, copyrights, patent rights or applications, tradenames and service marks related to the foregoing shall remain LiquidPlanner’s sole property, including rights in and to any derivatives thereof. You may not modify the trademarks, banners, the content or any of the images provided to You in any way.

LiquidPlanner may immediately terminate Your license to use the marks if it reasonably believes that such use dilutes, tarnishes or blurs the value of their marks. You acknowledge that Your use of the marks will not create in You, nor will You represent that You have, any right, title or interest in or to the marks other than the license granted by LiquidPlanner above. You will not challenge the validity of or attempt to register any of the marks or Your interest therein as a licensee, nor will You adopt any derivative or confusingly similar names, brands or marks or create any combination marks with the marks. You acknowledge LiquidPlanner’s ownership and exclusive right to use the marks and agree that all goodwill arising as a result of the use of the marks shall inure to the benefit of LiquidPlanner.

REPRESENTATIONS

LiquidPlanner makes no representations whatsoever about any other Web site which You may access through the Service. In addition, a link to a non-LiquidPlanner Web site does not mean that LiquidPlanner endorses or accepts any responsibility for the content or the use of such Web site.

NONASSIGNABILITY

Affiliate or LiquidPlanner may assign this Agreement to any successor or affiliate upon notice to the other party and mutual agreement between both parties.

FORCE MAJEURE

Neither party shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes or any other cause which is beyond the reasonable control of such party.

JURISDICTIONAL ISSUES

This Agreement shall be governed by Delaware, USA law (except for conflict of law provisions). The exclusive forum for any actions brought in connection with this Agreement shall be in the state and federal courts in and for the State of Delaware, USA and You consent to such jurisdiction. The application of the United Nations Convention on the International Sale of Goods is expressly excluded.

MISCELLANEOUS

This Agreement represents the complete agreement concerning this license and may be amended only by a writing executed by both parties. THE ACCEPTANCE OF ANY PURCHASE ORDER PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS SET FORTH HEREIN, AND NOT THOSE IN YOUR PURCHASE ORDER. If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable.

Affiliate Program Terms was last modified: May 14th, 2018 by Team Liquidplanner