Affiliate Agreement

This Affiliate Agreement (“Agreement”) contains the complete terms and conditions between us,  (“The Third Eye IT Solutions”) and you, regarding your application to and participation in, the The Third Eye IT Solutions Affiliate Program (the “Affiliate Program”) as an affiliate of The Third Eye IT Solutions (an “Affiliate”), and the establishment of links from your website to our website, https://www.thethirdeyeitsolutions.com

BY SUBMITTING AN APPLICATION TO JOIN OR BY PARTICIPATING IN THE  AFFILIATE PROGRAM, YOU ARE CONFIRMING THAT YOU HAVE READ THIS AGREEMENT AND THE THE THIRD EYE IT SOLUTIONS TERMS AND CONDITIONS AND THAT YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.

Definitions :

“Affiliate”  : The business, individual, or entity applying to or participating in the Affiliate Program, or that displays The Third Eye IT Solutions’s products and Services and/or promotions on its website, or other means, using an affiliate tracking code in exchange for receiving a commission from The Third Eye IT Solutions for sales directly resulting from such display.

“Affiliate Site” : The Affiliate’s website which displays The Third Eye IT Solutions’s Products and Services and/or promotions.

“The Third Eye IT Solutions’s Products and Services” : Web hosting and related products and services that are available for purchase from The Third Eye IT Solutions.

“Commission Fees” : The amount you will be paid for each Qualified Purchase by a Referred Customer that you refer to The Third Eye IT Solutions subject to the Commission Threshold and pursuant to the terms of this Agreement.

“Commission Threshold” : The amount of Commission Fees an Affiliate must accrue prior to receiving a payment from The Third Eye IT Solutions.

“Qualified Purchase” : A sale of The Third Eye IT Solutions Products and Services by The Third Eye IT Solutions, with a term of twelve (12) months or longer, to a Referred Customer that is not excluded under Section 5.

“Referred Customer” : Each new and unique customer referred from Affiliate through a Link (as defined in Section 2) that provides valid account and billing information.

“Registration Form” : Any and all order forms or other signup or acceptance form submitted by a customer to purchase The Third Eye IT Solutions’s Products and Services.

Enrollment in the Affiliate Program :

Promotion of Our Affiliate Relationship :

1.  Disclaimer : EXCEPT AS PERMITTED HEREIN, YOU SHALL NOT AND ARE NOT AUTHORIZED TO (i) USE THE THE THIRD EYE IT SOLUTIONS TRADEMARK, NAME OR ANY OF OUR OTHER INTELLECTUAL PROPERTY, INCLUDING WITHOUT LIMITATION, THE LINKS, AND THE LICENSED MATERIALS (COLLECTIVELY, THE “THE THIRD EYE IT SOLUTIONS IP”) (OR ANY VARIATIONS OR MISSPELLINGS THEREOF OR OTHER TERM OR TERMS CONFUSINGLY SIMILAR TO ANY OF THE FOREGOING) WITHOUT THE THIRD EYE IT SOLUTIONS’S EXPRESS PRIOR WRITTEN PERMISSION; (ii) USE THE THIRD EYE IT SOLUTIONS IP IN A DOMAIN OR WEBSITE NAME, IN ANY BIDS FOR KEYWORDS OR GOOGLE ADWORDS (OR SIMILAR PROGRAMS AT OTHER SEARCH ENGINES), IN ANY SEARCH ENGINE ADVERTISING (PAID OR OTHERWISE), IN ANY METATAGS, GOOGLE ADWORDS (OR SIMILAR PROGRAMS AT OTHER SEARCH ENGINES), KEY WORDS, ADVERTISING, SEARCH TERMS, CODE, OR OTHERWISE; (iii) ACT IN ANY WAY THAT CAUSES OR CREATES OR COULD CAUSE OR CREATE ANY “INITIAL INTEREST CONFUSION” OVER THE USE OF THE THIRD EYE IT SOLUTIONS IP ON THE INTERNET OR IN ANY SEARCH ENGINE ADVERTISING. YOUR USE OF THE THIRD EYE IT SOLUTIONS IP IN ANY MANNER, OTHER THAN AS EXPRESSLY PERMITTED HEREUNDER SHALL CONSTITUTE UNLAWFUL INFRINGEMENT OF THE THIRD EYE IT SOLUTIONS’S INTELLECTUAL PROPERTY RIGHTS, AND MAY SUBJECT YOU TO CLAIMS FOR DAMAGES (INCLUDING  POTENTIAL TREBLE DAMAGES FOR KNOWING OR WILFUL INFRINGEMENT), AND THE OBLIGATION TO PAY THE THIRD EYE IT SOLUTIONS’S LEGAL FEES AND COSTS IN CONNECTION WITH ANY ACTION OR PROCEEDING IN WHICH THE THIRD EYE IT SOLUTIONS SEEKS TO ENFORCE ITS RIGHTS UNDER THIS AGREEMENT OR WITH REGARD TO ANY OF THE THIRD EYE IT SOLUTIONS’S INTELLECTUAL PROPERTY RIGHTS.

2.  Discounts and Coupons :  You are not allowed to post any refunds, credits or discounts on the The Third Eye IT Solutions Products and Services, or other content concerning The Third Eye IT Solutions without The Third Eye IT Solutions’s prior written consent in each instance.  Affiliates may only use coupons and discounts that are provided exclusively through the Affiliate Program using banners and links. Each Link connecting users of the Affiliate Site to the pertinent area of the The Third Eye IT Solutions website will in no way alter the look, feel, or functionality of the The Third Eye IT Solutions website. Any violations of the terms surrounding links, coupons, refunds, credits or discounts shall constitute a material breach of this Agreement, and may result in your termination from the Affiliate Program or the withholding of Commission Fees.

FTC Endorsement Compliance :

Order Processing :

The Third Eye IT Solutions will process orders placed by Referred Customers who follow the Links from an Affiliate Site to The Third Eye IT Solutions. We reserve the right, in our sole discretion, to reject orders that do not comply with certain requirements that we may establish from time to time. All aspects of order processing and fulfillment, including The Third Eye IT Solutions’s services, cancellation, processing, refunds and payment processing will be our responsibility. We will track the Qualified Purchases generated by your Affiliate Site and will make this information available to you through our website. To permit accurate tracking, reporting, and commission accrual, you must ensure that the Links between your website and our website are properly formatted.

Commission Determination; Qualified Purchases :

i.  A purchase by a Referred Customer that has transferred from any The Third Eye IT Solutions partners or subsidiaries.

ii.  A purchase by a Referred Customer who is also associated with any The Third Eye IT Solutions reseller, referral, or other program.

iii.  A purchase by a Referred Customer that is not up to date on its payments or is subject to a refund, referral, or other program.

iv.  A purchase that was completed prior to the Affiliate joining the Affiliate Program or was not tracked properly through an Affiliate Link.

v.  A purchase by a Referred Customer that has not been in good standing for a period of at least thirty (30) days or is in violation of The Third Eye IT Solutions’s Terms of Service, Acceptable Use Policy, or other applicable policies at the time the Commission Fees accrue.

vi.  A purchase that The Third Eye IT Solutions suspects, in its sole discretion, is the result of fraud, which shall include but is not limited to, the use of software that generates real and fictitious information, multiple accounts from the same customer, or the referral of accounts that do not comply with this Agreement.

vii.  A purchase referred by an Affiliate that has an excessive cancellation rate as determined in The Third Eye IT Solutions’s sole discretion.

viii.  A purchase by a Referred Customer if the Referred Customer was offered or received coupons, refunds, credits or discounts from the Affiliate.

ix.  A purchase by a Referred Customer if the Affiliate or Referred Customer is in or is promoting a business-opportunity program, as determined by us in our sole discretion.

x.  A purchase by a Referred Customer who received a popup with a discounted offer, while leaving The Third Eye IT Solutions’s website during their purchase.

xi.  A purchase by a Referred Customer engaging in “Domain Speculation,” which is determined by the identification of two (2) web hosting accounts with the same Referred Customer’s name, email address, or other identifying characteristic as determined by The Third Eye IT Solutions and/or the identification of two (2) or more web hosting accounts that have no content on their websites or have similar content, templates or formatting, as determined by The Third Eye IT Solutions, in our sole discretion.

i.  The Third Eye IT Solutions reserves the right to suspend the payment of Commission Fees at any time and indefinitely, if it suspects fraud or other improper activity or a potential breach of any of the terms of this Agreement by the Affiliate or a Referred Customer. The Third Eye IT Solutions reserves the right to deduct from Affiliate’s current and future Commission Fees any and all Commission Fees corresponding to any fraudulent, questionable, and cancelled purchases. If no subsequent Commission Fee is due and owing, The Third Eye IT Solutions will send Affiliate a bill for the balance of such refunded purchase upon termination of the program or termination of the Referred Customer.

ii.  The Third Eye IT Solutions reserves the right to immediately cancel or withhold for later review any Commission Fee that fails to meet the criteria of a “Qualified Purchase.”  Affiliate is responsible for monitoring the payment, denial, and withholding of Commission Fees; The Third Eye IT Solutions is not obligated to actively notify Affiliates of the status of Commission Fees. If Affiliate has a question about a Commission Fee that has been cancelled or withheld, Affiliate has thirty (30) days from the day the payment would have been due to contact The Third Eye IT Solutions to request that the Commission Fee be paid. Any changes to decisions about cancelled or withheld Commission Fees are strictly made in The Third Eye IT Solutions’s sole discretion.

iii.  Commissions for any Referred Customer who is associated with any The Third Eye IT Solutions reseller, referral or other program may not be considered a Qualified Purchase. In other words, you may not receive double commissions or compensation.

iv.  In the event that the Referred Customers that are referred to The Third Eye IT Solutions by an Affiliate are determined to have an excessive cancellation rate, as determined by The Third Eye IT Solutions in its sole discretion, The Third Eye IT Solutions reserves the right to withhold or decline pending and future Commission Fees to such Affiliate.

v.  Any attempt by an Affiliate to manipulate, falsify or inflate Referred Customers, Qualified Purchases, or Commission Fees to intentionally defraud The Third Eye IT Solutions or any violation of the terms of this Agreement constitutes immediate grounds for The Third Eye IT Solutions to terminate the Affiliates participation in the Affiliate Program and will result in the forfeiture of any Commission Fees due to the Affiliate.

Accrual of Commissions :

Commissions will accrue and only become payable once you (i) provide all relevant tax and address documentation pursuant to Section 8 below and (ii) reach the Commission Threshold based on the commission rates stated on the The Third Eye IT Solutions website, solely as applied to Qualified Purchases which occurred within ninety (90) days of the end of the calendar month in which the first of such Qualified Purchases occurred.  For example, if you provide sign-ups which result in one Qualified Purchase on January 1st and a second sign-up which leads to a Qualified Purchase on August 10th, and you provide all necessary tax documentation on August 10th, no commission would accrue because the second Qualified Purchase occurred more than one hundred and eighty (180) days after the end of January when the first Qualified Purchase occurred.  However, if you subsequently provide a sign up which leads to another Qualified Purchase on September 5th of the same year, then a commission of $100 would accrue on the latter two Qualified Purchases (i.e., the Qualified Purchases from August and September of the same year). All Qualified Purchases still eligible to result in commissions under this Section 7 must remain active and in good standing pursuant to the terms of this Agreement in order to remain eligible for accrual of a commission. Once a commission has accrued under this Section 7, the amount of such commission (the “Commission Fee”) shall be due and payable to you under the terms of Section 7. The Third Eye IT Solutions reserves the right to change the Commission Threshold by amending this Agreement and will notify you for any such amendment pursuant to the terms of this Agreement.

Commission Payments :

i.  Commission Fees will be processed approximately fifteen (15) to thirty (30) days after the end of the month or other period in which they accrue.  The Third Eye IT Solutions will only compensate you for Qualified Purchases made in accordance with this Agreement.

ii.  Commission Fees shall be paid based on the current information in your Affiliate profile. You are required to notify us promptly of any change in your address by updating your profile information in the Affiliate console. You are responsible for informing The Third Eye IT Solutions of your desired payment form/type.  You can update or change your desired payment method at any time by updating your affiliate profile located in the affiliate console.  Any changes to your desired payment method may take up to two payout cycles to take effect.

iii.  You may choose to receive Commission Fees through PayPal or SWIFT wire transfers. Please refer to PayPal’s policy to ensure you are eligible to receive payment if you reside outside of the United States https://www.paypal.com/cgi-bin/webscr?cmd=_display-approved-signup-countries-outside. The Third Eye IT Solutions is not responsible for paying any third-party fees charged by [PayPal or SWIFT] in order for you to receive Affiliate Commission Fees.

iv.  PayPal payments and SWIFT Wire Transfers will only be reissued within one hundred and twenty (120) days of the original issue date in the case of an incorrect PayPal address or refusal from PayPal to accept a payment.

v.  The Third Eye IT Solutions, in its sole discretion, reserves the right to modify the available commission payment methods or payment schedule at any time.  Such changes shall take effect when posted.

vi.  Disputes: Affiliate has access to The Third Eye IT Solutions’s real-time Affiliate Program statistics and agrees to file any disputes within forty-five (45) days after the end of the month in which the sale or event that is disputed occurred. Disputes filed after forty-five (45) days of the date on which the disputed sale or event occurred will not be accepted by The Third Eye IT Solutions and Affiliate forfeits forever any rights to a potential claim.

vii.  It is solely your responsibility to provide The Third Eye IT Solutions with accurate tax and payment information that is necessary to issue a Commission Fee to you. If The Third Eye IT Solutions does not receive the necessary tax or payment information within ninety (90) days of a Qualified Purchase which would otherwise trigger Commission Fees, the applicable commissions shall not accrue and no Commission Fees will be owed with respect to such Qualified Purchase.

viii.  Each Affiliate is required to submit a W8/W9 tax form before any Commission Fees shall accrue. You are responsible for the payment of all taxes related to the commissions you receive under this Agreement. In compliance with U.S. tax laws, The Third Eye IT Solutions will issue a Form 1099 to Affiliates whose earnings meet or exceed the applicable threshold. Any address change must be made in the Affiliate profile in the affiliate console at least fifteen (15) business days prior to the end of the calendar month in order for Commission Fees for that month to be processed.

Reports of Qualified Purchases :

You may log into your affiliate console to review your click through and potential Qualified Purchases statistics on a daily basis. The potential Qualified Purchases shown in this report have not been reviewed to confirm they meet all criteria for Qualified Purchases. As such, Commission Fees may not be issued for all Referred Customers that appear in the affiliate console.

Obligations Regarding Your Affiliate Site :

The Third Eye IT Solutions Responsibilities :

We will provide all of the information necessary for you to make Links from your Affiliate Site to our site. The Third Eye IT Solutions will be solely responsible for order processing (including payment processing, cancellations, and refunds) for orders for The Third Eye IT Solutions Products and Services placed by a Referred Customer following a Link from your Affiliate Site, for tracking the volume and amount of Qualified Purchases generated by your Affiliate Site, and for providing information to Affiliates regarding Qualified Purchase statistics. The Third Eye IT Solutions will be solely responsible for all order processing, including but not limited to payment processing, cancellations, refunds and related The Third Eye IT Solutions service.

Policies and Pricing :

Referred Customers who buy The Third Eye IT Solutions Products and Services through our affiliate network are deemed to be The Third Eye IT Solutions Customers. The Third Eye IT Solutions’s Terms and Conditions, rules, policies, and operating procedures will apply to such customers. We may change our policies, pricing, and operating procedures at any time. For example, The Third Eye IT Solutions determines the prices to be charged for The Third Eye IT Solutions Products and Services sold through the affiliate network in accordance with our own pricing policies. Prices and availability of The Third Eye IT Solutions Products and Services may vary from time to time, from affiliate to affiliate, and from region to region. Because price changes may affect products that you have listed on your Affiliate Site, you may or may not be able to include price information in your product descriptions. We will use commercially reasonable efforts to present accurate information on our website, but we cannot guarantee the availability or price of any particular The Third Eye IT Solutions Product or Service.

E-mails and Publicity :

You shall not create, publish, transmit or distribute, under any circumstances, any bulk email messages (also known as “SPAM”) without prior written consent from The Third Eye IT Solutions, to be granted or denied in The Third Eye IT Solutions’s sole discretion, in each instance. Additionally, you may only send emails containing a The Third Eye IT Solutions affiliate link and or a message regarding The Third Eye IT Solutions or The Third Eye IT Solutions’s Affiliate Program to people who have previously consented to receiving such communications from you. Your failure to abide by this Section 13, the CAN-SPAM Act of 2003, our Anti-Spam Policy, and all applicable laws relating to email communications, in any manner, will be deemed a material breach of this Agreement by you and will result in the forfeiture by you of any and all rights you may have to any commissions and the termination of your participation in the Affiliate Program. Further, if your account has excessive clicks in a very short period of time as determined by The Third Eye IT Solutions in its sole discretion, the Affiliate relationship may be terminated.

Licenses and Use of The Third Eye IT Solutions Logos and Trademarks :

Term and Termination :

i.  Any Affiliate who violates this Agreement, The Third Eye IT Solutions’s Terms and Conditions, or any applicable law will immediately forfeit any right to any and all accrued, but not yet received, Commission Fees and will be immediately removed from the Affiliate Program.

ii.  The Third Eye IT Solutions reserves the right to remove an Affiliate from the Affiliate Program, and to terminate or suspend this Agreement, at any time for any reason, in The Third Eye IT Solutions’s sole discretion.

Modification :

We may modify this Agreement at any time in our sole discretion; provided that the change shall solely apply to events occurring after the date on which you accept and agree to such modifications unless you otherwise agree herein. Such modifications shall take effect when posted on our website. Modifications may include, but are not limited to, changes in the scope of available Commission Fees, commission amounts or percentages, payment procedures, Commission Fee payment schedules, and Affiliate Program rules. If any modification is unacceptable to you, your only recourse is to terminate this agreement, in which event you shall be entitled to your rights under the unmodified Agreement prior to the date of the applicable modification. Your continued participation in the Affiliate Program following our posting of any modification on our website will constitute binding acceptance of the change.

Disclaimers :

We make no express or implied warranties or representations with respect to the Affiliate Program or any The Third Eye IT Solutions Products and Services sold through the Affiliate Program (including, without limitation, WARRANTIES OF FITNESS, MERCHANTABILITY, NON-INFRINGEMENT, OR ANY IMPLIED WARRANTIES ARISING OUT OF COURSE OF PERFORMANCE, DEALING, OR TRADE USAGE). In addition, we make no representation that the operation of our website will be uninterrupted or error free, and we will not be liable for the consequences of any interruptions or errors, including the tracking of information concerning Referred Customers during any period of interruption.

Relationship of Parties :

You and The Third Eye IT Solutions are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your Affiliate Site or otherwise, that contradicts anything in this section.

Representations and Warranties :

You hereby represent and warrant to us as follows :

Limitation of Liability :

WE WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF REVENUE, PROFITS, OR DATA, ARISING IN CONNECTION WITH THIS AGREEMENT OR THE AFFILIATE PROGRAM, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, OUR AGGREGATE LIABILITY ARISING WITH RESPECT TO THIS AGREEMENT AND THE AFFILIATE PROGRAM WILL NOT EXCEED THE TOTAL COMMISSIONS PAID OR PAYABLE TO YOU UNDER THIS AGREEMENT DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY.

Indemnification :

You hereby agree to indemnify and hold harmless The Third Eye IT Solutions and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees) (any or all of the foregoing hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that our use of the Affiliate Trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) any claim related to your Affiliate Site, including, without limitation, its development, operation, maintenance and content therein not attributable to us.

Confidentiality :

Each of the parties hereto agrees that all information including, without limitation, the terms of this Agreement, business and financial information, The Third Eye IT Services and vendor lists, and pricing and sales information, shall remain strictly confidential and shall not be utilized for any purpose outside the terms of this Agreement except and solely to the extent that any such information is (a) already lawfully known to or independently developed by the receiving party, (b) disclosed in published materials, (c) generally known to the public, or (d) lawfully obtained from any third party any obligation of confidentiality to the disclosed hereunder. Notwithstanding the foregoing, each party is hereby authorized to deliver a copy of any such information (a) to any person pursuant to a valid subpoena or order issued by any court or administrative agency of competent jurisdiction, (b) to its accountants, attorneys, or other agents on a confidential basis, and (c) otherwise as required by applicable law, rule, regulation, or legal process including, without limitation, the Securities Exchange Act of 1933, as amended, and the rules and regulations promulgated thereunder, and the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder.

Independent Investigation :

You understand that we may at any time (directly or indirectly) solicit The Third Eye IT Solutions relationships on terms that may differ from those contained in this Agreement. We may also solicit relationships with entities that operate websites that are similar to or compete with your Affiliate Site. You have independently evaluated the desirability of participating in the The Third Eye IT Solutions Affiliate Program and are not relying on any representation, guarantee, or statement other than as set forth in this Agreement.

Miscellaneous :