|Conversion action||Online purchase with processed valid payment|
|Cookie days||30 day(s)|
|Commission type||Percent of Sale|
THE BASIC FAQS:
· What is my product sales commission rate?
The ABL product sales commission rate on collected sales is currently set at eleven percent (11%).
· How can I see my ABL product sales?
In the welcome email we’ll send you approving you as an independent sales Affiliate, you’ll also receive a link to log into your account, where you’ll be able to see your ABL product sales, payment status, shorten your affiliate link, and all other basic account information.
· How will I get paid?
You’ll be paid a Commission on collected monthly ABL product sales that will be paid to your PayPal account on or about the 10th day of the following month. Please verify that you have the correct email address connected to your PayPal account, because we’ll not be able to make Commission payments to you until that is properly setup.
· What if I make a sale and it doesn’t show up?
It normally takes 1-2 business days for a sale to show up on your account. A sale will also only be credited to you, if you make sure that the person who buys products has properly entered your Assigned Coupon Code. If an ABL product sale that you’re aware of does not post to your account, please send us the information on the ABL product sale including a screenshot of the checkout screen (if available), to [email protected] and we’ll search out the sale and see if we can determine what happened.
· What can I do to make more sales?
We have great products and getting people to try them is a great place to start, especially if they know you’ve tried them and that you love them!! So here are a few suggestions:
§ Make sure you are posting to your Facebook, Instagram, and/or any of your other social media platforms, letting others know what you like about ABL products, your experiences with ABL products, and that you’ve especially highlight your Assigned Coupon Code. By using your Assigned Coupon Code, they’ll get discounts on their purchases and you’ll get credited for their ABL product purchases.
§ Make sure you link to our Silver Biotics Facebook and Instagram pages as well, so that you can keep up with our latest postings and product information.
§ Please let us know if you have any suggestions for how we may be able to help support you better in your ABL product sales and getting the word out!!
Marketing Affiliate Program Agreement
PLEASE READ THIS MARKETING AFFILIATE PROGRAM AGREEMENT AND ITS TERMS AND CONDITIONS CAREFULLY.
This Marketing Affiliate Program Agreement (“Affiliate Program” or “Agreement”) states the terms and conditions of how we at American Biotech Labs, LLC (“ABL” or “we”) will work with you (the “Affiliate” or “you”) in our business relationship. The date on which your Application is approved, will become the effective date of this Agreement (the “Effective Date”). For you to be able to participate in our Affiliate Program, you are required to agree with all the terms and conditions of this Marketing Affiliate Program Agreement.
1.1 Non-Exclusive Appointment. ABL is engaging you the Affiliate on a non-exclusive basis to introduce ABL and its Products to Third Parties and to solicit orders for the sale of Products to Third Parties pursuant to the terms of this Agreement, where Affiliate has existing contacts, familiarity, influence, and at least one active social media account. This Agreement is non-exclusive because it is understood that Affiliate will be introducing and soliciting orders for products of other vendors besides ABL.
1.2 Products. The Products that Affiliate may introduce to approved Third Parties and solicit orders for are listed on ABL’s shopping cart (“Products or ABL products”). Nothing in this Agreement will obligate ABL to continue manufacturing, producing, or selling any particular Product.
1.3 Pricing. Affiliate may solicit orders for the Products quoting only the prices, processes, terms, and conditions as are then authorized by ABL in writing and as listed on ABL’s shopping cart. All sales of Products shall be at prices and upon terms and conditions established by ABL in its sole discretion. ABL has the right, in its sole discretion, to establish, change, alter, or amend prices and other terms and conditions of sale. ABL reserves the right to refuse or restrict any order based on (a) the customer’s financial condition or payment history, (b) Product or raw material unavailability, or (c) any other limits or restrictions on ABL’s ability to accept the order or complete the sale.
1.4 Product Information. Neither Affiliate nor any of its employees or agents shall make (a) any representation or warranty about the Products other than those stated in written materials and Product literature provided by ABL, or (b) any unauthorized statements or claims about ABL or its Products. In addition, Affiliate agrees not to disclose the identity of any private-label customers of ABL.
1.5 Laws. Affiliate must comply with all applicable laws and regulations and adhere to the highest business ethics in performing its obligations under this Agreement.
1.6 No License. Affiliate acknowledges that ABL is not granting Affiliate any license to use any of ABL’s intellectual property, except for the proper use of ABL’s Product names and Product information, according to ABL’s guidelines.
1.7 Potential Market for Products. Affiliate represents and warrants that Affiliate is relying solely on its own judgment about the potential market for Products and is not relying on any information provided or representations made by ABL.
1.8 Training and Support. ABL may make available to you, without charge, various training and support documents, including webinars and other resources as part of our Affiliate Program. We would encourage you to study this information and to participate in any of the training programs and/or certification programs that ABL may recommend to you. ABL may change or discontinue training and support programs or other provided information, at any time without notice.
2. COMMISSION PAYMENTS.
2.1 Agreement to Pay. Subject to the terms of this Agreement, ABL agrees to pay Affiliate a Sales Commission on all Product sales to whom Affiliate directly introduces the Products and for those Affiliate’s clients or referrals who purchase Products using Affiliate’s Assigned Coupon Code.
2.2 Commission Amounts. Where Affiliate is entitled to a Sales Commission under the terms of this Agreement, the Sales Commission is currently set at eleven percent (11%) and paid on ABL’s Net Sale. As used in this Agreement, “Net Sales” means the total of the collected ABL Product sold using the Affiliate’s Assigned Coupon Code less the following items: (i) sales discounts (including sales rebates); (ii) sales returns, which are typically offset against Affiliate’s future Sales Commissions and owed by Affiliate to ABL until paid in full; (iii) shipping and transaction costs, such as Value Added Tax, CIF charges and packaging expenses that are not paid by the customer; and (iv) any other required fees paid to a third party. ABL reserves the right to change or alter the Sales Commission rate.
2.3 Calculation and Payment. ABL or the Affiliate Tool will calculate the Sales Commissions on a monthly basis, based on the total Net Sales using Affiliates Assigned Coupon Code. Payments will be paid to the Affiliate’s PayPal account on or about the tenth (10th) day of the following month. There is no monthly minimum that Affiliate must achieve and no monthly base commission that ABL will pay to Affiliate.
2.4 Requirements for Payment; Forfeiture. Notwithstanding the forgoing or anything to the contrary in this Agreement, if any of the requirements set forth in this Section 2 remain outstanding for six (6) months immediately following the close of a Customer Transaction, then Affiliate’s right to receive a Sales Commission arising from any and all Customer Transactions with the associated Customer, will be forever forfeited (each, a “Forfeited Transaction”). ABL shall have no obligation to pay Affiliate a Sales Commission associated with a Forfeited Transaction. Once Affiliate complies with all the requirements of this Agreement, then Affiliate will be eligible to receive a Sales Commission on Customer Transactions. Please verify that you have the correct email address connected to your PayPal account, because ABL will not be able to make Commission payments to you until that is properly setup.
2.5 No Apportionment. ABL shall not be obligated to pay more than the Sales Commission amounts set forth in this Agreement and if Affiliate is working with others to obtain product sales, Affiliate shall apportion that amount from their own account, once the Sale Commission has been paid to their PayPal account based on their Assigned Coupon Code.
2.6 Non-Circumvention. The Sales Commission will be paid on all sales of Products that use Affiliate’s Assigned Coupon Code except: (a) if this Agreement is terminated, Affiliate’s Sales Commission will be paid for any earned Sales Commissions unpaid on the date of termination; and (b) the payment of Sales Commissions after the termination date of this Agreement will be governed by Section 4.3.
2.7 Involvement. ABL’s payment of Sales Commissions to Affiliate depends on Affiliate’s clients using Affiliate’s Assigned Coupon Code to purchase Products from ABL. The required involvement includes, at a minimum: (i) that Affiliate must respond to questions from their clients; and (ii) Affiliate will demonstrate that they are communicating on an ongoing basis with their clients via active monthly postings to their social media accounts about ABL Products.
3. REPRESENTATIONS AND INDEMNITY
3.1 Affiliate Independence. Affiliate is an independent contractor and not an employee, partner, agent, or engaged in a joint venture with ABL. Affiliate shall be responsible for all costs of doing business, including self-employment taxes, worker’s compensation, unemployment, as well as any other taxes and or expenses applicable to independent Affiliates. Affiliate agrees to defend, indemnify, and hold ABL harmless from any and all such costs, taxes, and expenses. Therefore, ABL shall not deduct withholding taxes, FICA and Medicare taxes, and state income taxes or any other taxes required to be deducted by an employer. Affiliate shall pay any and all taxes due on the Sales Commissions paid to Affiliate by ABL.
3.2 Limits on Authority. Affiliate agrees that Affiliate has no authority to represent itself as anything other than an independent contractor of ABL. Affiliate agrees to not make any statement, express or implied, indicating that Affiliate has power to bind ABL, to concessions on behalf of ABL, or to take any action on ABL’s behalf.
3.3 No Fringe Benefits. Sales Commissions paid to Affiliate are the sole and total consideration required to be paid to Affiliate pursuant to the terms of this Agreement, unless ABL agrees otherwise in writing. Affiliate acknowledges that Affiliate is not entitled to any welfare benefits, pension, retirement, profit sharing, health coverage, or any other benefits that ABL may provide for its employees, whether now or in the future.
3.4 Worker’s Compensation and Unemployment. Affiliate understands and agrees that Affiliate is responsible for providing Affiliate’s own worker’s compensation insurance and is not eligible for benefits under any worker’s compensation plan maintained by ABL for the benefit of its employees. Affiliate further understands and agrees that Affiliate is not eligible to receive unemployment benefits arising from the termination of this Agreement or Affiliate’s association with ABL.
3.5 Performance of Services. Affiliate may retain employees or independent Affiliates to assist Affiliate with the performance of services under this Agreement. In such event, Affiliate shall be solely and completely liable for the payment of any wages, payroll withholding taxes, worker’s compensation benefits, insurance benefits, commissions, unemployment insurance premiums, or other related expenses associated with any services provided by any such employee or independent Affiliate to Affiliate.
3.6 Affiliate Representations. Affiliate represents and warrants that: (i) Affiliate has a principal place of business not provided by ABL; (ii) Affiliate has all tools and materials necessary to perform the services hereunder; (iii) Affiliate maintains a separate set of books and records to reflect all items of income and expense of Affiliate’s trade or business; (iv) Affiliate regularly offers and advertises Affiliate’s services to the general public; and (v) Affiliate does not perform services exclusively for ABL.
3.7 Representations of ABL. ABL represents and warrants the following: (i) Affiliate shall not be required to devote Affiliate’s full time to the services hereunder; (ii) Affiliate shall not furnish any of the tools or materials used in providing the services hereunder except as specifically provided herein; and (iii) ABL has no objection to Affiliate providing sales services to others, subject to the terms and limitations set forth herein.
3.8 Mutual Indemnity. ABL agrees to defend, indemnify, and hold harmless Affiliate and Affiliate’s staff from all claims, suits, losses, damages, liabilities, expenses, and costs (including reasonable attorney’s fees) (“Claims”) arising from any products liability claims relating to the Products. Affiliate agrees to defend, indemnify, and hold harmless ABL and its employees, managers, and owners from all Claims that they may incur as a result of (a) any act or omission of Affiliate or Affiliate’s staff that breaches this Agreement, or (b) Affiliate’s employment or engagement of any person or entity. The party entitled to indemnity agrees to give the indemnifying party timely notice of any Claims, to give the indemnifying party the sole control of the defense and settlement of the Claims, and to provide reasonable assistance, at the indemnifying party’s request and expense, in defending against the Claims. The party entitled to indemnity may participate in the defense of any such Claims at its own expense through counsel of its own choosing. The indemnifying party agrees not to settle any Claims without the consent of the indemnified party, which consent shall not be unreasonably withheld or delayed.
4.1 Term. The term of this Agreement will begin on the Effective Date and shall continue as long as Affiliate participates in the Affiliate Program, until terminated.
4.2 Termination. Either party may terminate this Agreement at any time for any reason upon written notice to the other party.
4.3 Termination for Agreement Changes. If ABL updates or replaces the terms of this Agreement, you may terminate this Agreement on five (5) days written notice to ABL, provided that you send ABL a written notice within ten (10) days after you receive notice of the change.
4.4 The Effects of Termination. Expiration of this Agreement, and termination of this Agreement: (i) without cause by ABL,(ii) by Affiliate with cause, (iii) by Affiliate according to the ‘Termination for Agreement Changes’ section, shall not affect ABL’s obligation to pay Affiliate a Commission, so long as the related payment by the customer transaction is recognized by ABL within thirty (30) days after the date of such termination or expiration. ABL will not pay Affiliate fees on Customer Transactions recognized by ABL after thirty (30) days after the date of such termination or expiration set out above. Provided however, in the event of termination without cause by Affiliate, or for cause by ABL, our obligation to pay and Affiliate’s right to receive any Commission will terminate upon the date of such termination, regardless of whether Affiliate would have otherwise been eligible to receive Commission prior to the date of termination. Except as expressly set forth in this section, Affiliate is not eligible to receive a Commission payment after expiration or termination of this Agreement. Upon termination or expiration, Affiliate will discontinue all use of and delete the Affiliate Tool that ABL made available to you during your participation in the Affiliate Program. Upon termination or expiration, an Affiliate Lead is not considered valid, and ABL may choose to maintain it in our database and engage with such a prospect. Upon termination or expiration, Affiliate will immediately discontinue all use of all ABL trademarks and references to this Affiliate Program from your website(s) and other collateral. For the avoidance of doubt, termination or expiration of this Agreement shall not cause a Customer’s subscription agreement to be terminated.
5. PROTECTIVE COVENANTS.
5.1 Confidential Information. ABL is part of an affiliated group of companies, including American Silver, LLC, ABL Manufacturing, LLC, and ABL Medical, LLC (each, an “ABL Company,” and collectively with ABL, the “ABL Companies”). Affiliate acknowledges and agrees that in connection with performing the contract services set forth in this Agreement, Affiliate will be provided with or otherwise exposed to or receive certain Confidential Information belonging to one or more ABL Companies. As used in this Agreement, the term “Confidential Information” shall mean, with respect to any of the ABL Companies, whether individually or in any combination, all tangible and intangible non-public information in any form regarding the ABL Company or its business operations, including (i) information concerning such ABL Company’s trade secrets, products, marketing techniques, and sales strategies; financial condition and information; customers, clients, suppliers, or vendors; (ii) confidential, non-public information that such ABL Company maintains about its employees; and (iii) all other information that is not generally known in the nano-silver technology industry (the “Silver Technology Industry”) that gives such ABL Company a competitive advantage, that is identified by the ABL Company as confidential or proprietary, or that is deemed confidential, protected, a trade secret, or proprietary under applicable law. Confidential Information does not become any less confidential or proprietary to any of the ABL Companies because Affiliate may commit some of the information to memory or because Affiliate has maintained Confidential Information outside of ABL’s offices. Notwithstanding the foregoing, Confidential Information excludes information not protected by trademark, copyright, patent, or other similar state, federal, or worldwide protection and that, through no fault of Affiliate, is generally known to the public, is generally employed in the Silver Technology Industry at or after the time Affiliate first learns of such information, or is generic information or knowledge which Affiliate would have learned in the course of similar employment or work elsewhere in the Silver Technology Industry; provided, however, that Affiliate shall bear the burden of proving that any information disclosed or used by Affiliate does not meet the definition of Confidential Information set forth above or that the disclosure or use of Confidential Information occurred through no fault of Affiliate.
Affiliate acknowledges and agrees that (i) the ABL Companies are engaged in a highly-competitive business in the Silver Technology Industry; (ii) the ABL Companies have expended considerable time and resources to develop goodwill with their customers, vendors, and others, and to create, protect, and exploit the Confidential Information; (iii) in carrying out the contract services under this Agreement, Affiliate will be creating Confidential Information that belongs to ABL and enhances the goodwill of the ABL Companies; and (iv) Affiliate will have access to Confidential Information that could be used by any competitor of the ABL Companies in a manner that would irreparably harm the ABL Companies’ competitive position in the marketplace and dilute their goodwill.
5.2 Use of Confidential Information. At all times during the term of this Agreement and following the termination of this Agreement for any reason, Affiliate acknowledges and agrees that (i) all Confidential Information shall remain and be the sole and exclusive property of the ABL Companies; (ii) Affiliate will use commercially reasonable efforts to protect and safeguard all Confidential Information; (iii) Affiliate will hold all Confidential Information in strictest confidence and not, directly or indirectly, disclose or divulge any Confidential Information to any person other than an officer, manager, employee or legal counsel for the ABL Companies, except to the extent necessary to provide the contracted services under this Agreement, unless authorized to do in writing by the American Silver Board of Managers or compelled to do so by law or valid legal process; (iv) if Affiliate believes it is compelled by law or valid legal process to disclose or divulge any Confidential Information, Affiliate will notify ABL in writing sufficiently in advance of any such disclosure in order to allow the applicable ABL Company the opportunity to defend, limit, or otherwise protect its interests against such disclosure; provided, however, the foregoing shall not be construed as prohibiting or delaying Affiliate’s ability to comply with legal counsel’s reasonable advice with respect to compliance with applicable law or the orders or any court; and (iv) upon termination of this Agreement for any reason or at the request of ABL at any time, Affiliate will return to ABL all Confidential Information and all copies thereof, in whatever tangible form or medium, including electronic.
Notwithstanding the foregoing, Affiliate is hereby notified in accordance with the Defend Trade Secrets Act of 2016 (“DTSA”) that Affiliate will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is made (a) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law; or (b) in a complaint or other document that is filed under seal in a lawsuit or other proceeding. Affiliate is further notified that if Affiliate files a lawsuit for retaliation by any ABL Company for reporting a suspected violation of law, Affiliate may disclose such company’s trade secrets to Affiliate’s attorney and use the trade secret information in the court proceeding if Affiliate files any document containing the trade secret under seal and does not disclose the trade secret, except pursuant to court order. Affiliate understands that it will be bound by any subsequent changes or amendments to the DTSA.
5.3 Non-Solicitation of Customers. Affiliate covenants and agrees that during the term of this Agreement for a period of one (1) year following the latter of (A) the termination of this Agreement or (B) the date Affiliate last breaches any of the non-solicitation provisions of this Agreement (the “Non-Solicit Period”), Affiliate will not, except in properly performing the contract services under this Agreement, either individually or on behalf of or with any other person or entity other than an ABL Company, directly or indirectly solicit the purchase or otherwise attempt to sell products and/or services of any kind or character that are the same as or similar to any products and/or services offered by any of the ABL Companies to any current or prospective customer that, at the time this Agreement terminates or during the one (1) year period immediately preceding such termination, was a current or prospective customer of ABL and was referred to Affiliate to solicit on behalf of any ABL Company.
5.4 Non-Solicitation of Personnel. Affiliate covenants that during the Non-Solicit Period, Affiliate will not, except in properly performing the contract services under this Agreement, either individually or on behalf of or with any other person or entity other than ABL, directly or indirectly solicit or otherwise induce any employee or independent contractor of any ABL Company to terminate his/her employment or contract with such ABL Company. If Affiliate, either individually or on behalf of or with any other person or entity, hires a current or former employee of ABL within six (6) months of the date such employee’s employment with ABL terminates, unless the employee was involuntarily terminated by ABL, Affiliate shall bear the burden of proving that such employee was not solicited or otherwise induced to terminate his/her employment by Affiliate, directly or indirectly, in violation of this Section 5.4.
5.5 Reformation. The Parties intend to restrict Affiliate under this Agreement only to the extent necessary for the protection of ABL’s legitimate business interests. The Parties agree that the scope, duration, and geographic area provisions are reasonable. In the event a court of competent jurisdiction concludes that any provision of this Agreement is too restrictive, such provision(s) shall nevertheless be valid and enforceable to the fullest extent permitted by such court, and such provision(s) shall be reformed to the maximum scope, time, or geographic limitations determined appropriate by such court.
5.6 Remedies. ABL and Affiliate agree that Affiliate’s covenants are separate and independent of any covenants of ABL in this Agreement or elsewhere, and any breach by ABL shall not justify or excuse any breach by Affiliate. In the event of any actual or threatened breach of Sections 5.2, 5.3, or 5.4 of this Agreement, Affiliate specifically acknowledges that ABL will suffer irreparable damage and other damages beyond those that can be calculated, for which ABL has no adequate remedy at law. Affiliate therefore acknowledges that ABL shall be entitled to ex parte injunctive relief, both preliminary and permanent, immediately and permanently restraining Affiliate from such continuing or threatened breach. Affiliate hereby expressly waives any and all right to prior notice or to security in connection with any temporary or permanent injunctive relief. In the event a bond or other undertaking is required of ABL, such bond or other undertaking shall not exceed the total sum of one thousand dollars and no/100 ($1,000). Affiliate also shall remain liable for any damages sustained by reason of any actual or threatened breach by Affiliate of Sections 5.2, 5.3, or 5.4 of this Agreement. The exercise of one or more of the rights or remedies provided by this Agreement or otherwise shall not preclude the exercise of any other rights also provided.
6. GENERAL PROVISIONS.
6.1 Notices: All notices shall be in writing and shall be deemed to have been given: (a) when delivered in person to an officer of the Party or (b) on the date of delivery, as confirmed by the U.S. Postal Service or a nationally or internationally recognized express delivery service (receipt or recipient signature required), in each case to the other Party at the Affiliate’s registered address or to ABL’s address below (or to such other address as shall be specified by a Party by proper notice).
American Biotech Labs LLC (“ABL”)
705 East 50 South
American Fork, UT 84003
Email: [email protected]
6.2 Successors and Assigns. The rights and obligations of ABL under this Agreement shall inure to the benefit of and shall be binding upon the successors and assigns of ABL. Affiliate agrees that this includes, but is not limited to, the protective covenants set forth in Section 5. This Agreement is binding on the successors and assigns of Affiliate. Affiliate may not assign or otherwise transfer this Agreement in whole or in part without ABL’s prior written consent.
6.3 Survival of Obligations. All obligations that by their nature are to be performed both during and after termination of this Agreement, including all confidentiality and indemnity obligations, will survive termination of this Agreement. On termination of this Agreement, each Party shall promptly return to the other party all of such other party’s property, materials, and Confidential Information, unless the Parties otherwise agree in writing. The termination of this Agreement shall not affect or impair the right of either Party to receive damages or remedies arising from the other party’s breaches.
6.4 Third Party Beneficiaries. Except with respect to Section 5 of this Agreement, for which American Silver, LLC, ABL Manufacturing, LLC, and ABL Medical, LLC are third party beneficiaries, no other provisions of this Agreement shall be for the benefit of, or be enforceable by, any Third Party, including without limitation any of Affiliate’s staff.
6.5 Disclaimers. Except as may be expressly stated in this Agreement, each of the parties hereby disclaims any and all express and implied warranties relating to this Agreement, the Party’s performance of this Agreement, and the other subject matters of this Agreement, including, without limitation, the implied warranties of merchantability and fitness for a particular purpose, even if the Party is aware of that purpose. In addition, ABL shall not be liable or responsible for any consequential, indirect, special, or incidental damages, including but not limited to lost profits or loss of business, regardless of the form of action or theory of liability. Notwithstanding any provision of this Agreement to the contrary, the maximum liability of ABL arising out of or in connection with this Agreement, whether such liability arises from any claim based on breach of contract, warranty, tort or otherwise, shall in no case exceed the actual fees and/or other compensation paid to Affiliate by ABL. The limitations, disclaimers, and restrictions in this Section 6.5 shall apply, even if any remedy fails of its essential purpose.
6.6 No Waiver; Amendment. No waiver by either party at any time of any breach by the other party of, or compliance with, any condition or provision of this Agreement to be performed by the other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same time or any prior or subsequent time. ABL may update and change any part or all of this Agreement, including by replacing it in its entirety. If ABL updates or changes this Agreement, the updated Agreement will be made available to Affiliate via the Affiliate Tool and/or by email. The updated Agreement will become effective and binding on the next business day after ABL or the Affiliate Tool has notified Affiliate. We encourage you to review this Agreement periodically. If you don’t agree to the update, change or replacement, Affiliate can choose to terminate as describe above. No delay in exercising any right or remedy or failure to object will be a waiver of such right or remedy or any other right or remedy.
6.7 Governing Law. This Agreement will be governed by and construed in accordance with the laws of Utah, without reference to its choice of law or borrowing provisions. Venue for any action under or relating to this Agreement shall lie exclusively in the courts sitting in Utah County, Utah.
6.8 Attorneys’ Fees. If a civil action or other proceeding is brought to enforce this Agreement, the prevailing party shall be entitled to recover reasonable attorneys’ fees, costs, and expenses incurred, in addition to any other relief to which such party may be entitled, whether incurred before or after the filing of a civil action or the entry of judgment.
6.9 Affiliate Tool. ABL disclaims all liability with respect to the Affiliate Tool available to Affiliate and ABL may choose to remove Affiliate Tool or not to do so, in ABL’s discretion.
6.10 Cookie Duration. Cookies used as part of the Affiliate Tool have a set duration. If a potential customer clears their cookies during this period, ABL shall not be liable for any Commissions that may have been owed to you.
6.11 Construction. Section headings in this Agreement are for convenience only and shall not be considered in interpreting this Agreement. This Agreement shall be construed as if both Parties participated in drafting it, and no provision shall be construed against a Party based on the drafting of the provision. Affiliate acknowledges that Affiliate had the opportunity to seek legal representation with respect to this Agreement.
6.12 Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be void, invalid, unenforceable, or illegal, the provision shall be limited, construed, modified or, if necessary, severed, to the extent necessary to eliminate its violability, invalidity, unenforceability or illegality, and the other provisions of this Agreement shall remain unaffected and continue in full force and effect.
6.13 Force Majeure. Neither party will be responsible for failure or delay of performance if caused by: an act of war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions; or other event outside the reasonable control of the obligated party. Each party will use reasonable efforts to mitigate the effect of a force majeure event.
6.14 Entire Agreement. This Agreement contains the entire understanding and agreement of the Parties with respect to the subject matter hereof and supersedes all prior agreements between the Parties and all communications, representations, or understandings, oral, written, or otherwise. This Agreement may not be modified except in writing signed by each of the party’s duly-authorized Affiliates. This Agreement may be executed in counterparts and, when so executed, each counterpart shall be deemed to be an original, and said counterparts together shall constitute one and the same instrument.
INFORMATION COLLECTED All visitors to ABL's websites may be tracked using analytical software called Google Analytics. This program may collect the following types of information from users while they are visiting this Website: the type of web browser used to access this Website; the web browser language used; the operating system and version, system activity, including system crashes, if any, telephone number, geolocation, and hardware settings of the device used to access this Website; the name of the domain from which the user accessed the Internet; the Internet address of the website from which the user accessed this Website; the pages and areas that the user visited on this Website; the date and time the user accessed this Website; information the user downloaded from this Website; and other information that is not personally identifiable. In addition, ABL may collect personally identifiable information that users provide using the “Contact Us” feature of this Website. That information may include the following: • Names • Phone Numbers • Email Addresses • Mailing Addresses
USES OF COLLECTED INFORMATION ABL uses information collected through this Website primarily to improve the content and usefulness of this Website and to customize or optimize the content or layout of this site for individual visitors. This data may also be used for marketing purposes, such as: advertising campaigns, direct marketing campaigns, and other campaigns designed to target specific audiences. We may also share aggregated, non-personally identifiable information publicly and with distributors and resellers of ABL products. In addition, ABL may use personally identifiable information that users provide ABL using the “Contact Us” feature of this Website to respond to the user’s questions or requests for information or to provide the user a referral to a reseller of ABL products. ABL may also use information, including personally identifiable information, in “Special Circumstances,” as discussed below.
CORRECTING INFORMATION ABL allows users to correct personally identifiable information that we maintain about them. Users may correct errors in this information by sending us a written request at the postal or e-mail address listed below.
DATA SECURITY This site has electronic security measures in place to protect against the loss, misuse, and alteration of the information under ABL’s control. While ABL will make every reasonable effort to ensure the integrity and security of its network and systems, ABL cannot guarantee that these security measures will prevent third-party “hackers” from illegally obtaining this information. Security measures are also in place at the physical facilities where our servers are located to protect against the loss, misuse, and alteration of information that ABL has collected from you. ABL does not encrypt unsolicited e-mail, so you should avoid including personal information in any unsolicited e-mail that you send to ABL.