Web Hosting Affiliate Program Terms and Conditions

Last Updated: 06/25/2009

This Agreement contains the complete terms and conditions that apply to your participation in the Pure Energy Systems Affiliate Program.

1. Usage of Links, Promotions of our Services.
As an affiliate of Pure Energy Systems, you may use any form of promotion you choose, consistent with the terms of this Agreement. You may use banner advertisements, button links and/or text links to our site (the "Links"), however, you are not permitted to utilize SPAM, or unsolicited emails nor postings to promote our service.. Any activity by you or on your behalf that we determine or reasonably suspect to be the result of an unsolicited bulk e-mail or other web spamming will result in your immediate termination from the Program and your forfeiting of any and all commissions due.

Incentivized commissions, and offering any form of incentive to obtain a sale is forbidden, unless prior approval is given and cleared by our staff. To inquire on whether your incentive is acceptable, please e-mail affiliates <at> purenrg.com.

2. Commissions.
We pay commissions on valid new web hosting account signups using the following schedule:

Commission Rates:
- $15 for each new client you refer to Pure Energy Systems who signs up for our web hosting service.
- $5 for each new client who signs up for our web hosting service via a Pure Energy Affiliate who you referred to our Affiliate Program.

Example: You refer Joe to our hosting service and he signs up for a web hosting account. You earn $15. A few months later, Joe joins our Affiliate program and refers two of his friends who also sign up for our web hosting services. For each of those two new clients, Joe earns $15, and you earn $5, totaling $30 for Joe, and $10 for you.

3. Commission Payment.
Commissions deemed due and owed to you under the program will be paid to you directly by us after any holding period and in accordance with a regular payout cycle established by us. No commission will be paid for signups by you or anyone within your organization.

4. Commission Maturity and Payment Cycle.
Commissions will are held as “new” for 30 days before maturing and becoming payable to an affiliate. Affiliate payouts for any “Matured” commissions will be paid in full on the 15th of each month for any commissions that matured during the prior calendar month.

5. Responsibility for Your Site.
You will be solely responsible for the development, operation and maintenance of your site and for all materials that appear on your site. We shall have no responsibility for the development, operation and maintenance of your site and for all materials that appear on your site. You shall also be responsible for ensuring that materials posted on your site do not violate or infringe upon any laws, including but not limited to 18 U.S.C. Section 2257, or the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights), and ensuring that materials posted on your site are not libelous or otherwise illegal. You must have express permission to use another party's copyrighted or other proprietary material. We will not be responsible if you use another party's copyrighted or other proprietary material in violation of the law. In addition to the foregoing, we will immediately terminate your participation in the Program if we believe you have engaged in any of the following:

- Unsolicited mass e-mail solicitations, IRC postings or any other form of spamming, including but not limited to, forums social networking sites or otherwise violate the anti-spamming policies of Pure Energy or state law;
- Provide inaccurate or incomplete information to us concerning your identity, address or other required information;
- Attempt to cheat, defraud or mislead us in any way;
- Misrepresent to the public the terms and conditions of our sites or your sites;

6. Term of the Agreements.
The term of this Agreement will begin upon our acceptance of your Affiliate Program Application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party notice of termination. Notice by e-mail, to your e-mail address on our records, is considered sufficient notice for to terminate this Agreement. If this Agreement is terminated because you have violated the terms of this Agreement you are not eligible to receive any commissions payments, even for commissions earned prior to the date of termination. If this Agreement is terminated for any other reason, you are only eligible to earn a commission on sales occurring during the term of the Agreement, and commissions earned through the date of termination will remain payable only if the related orders are not canceled or returned. We reserve the right to withhold your final payment for a reasonable time to ensure that the correct amount is paid.

7. Modification.
We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion. Notice of any change by e-mail, to your address on our records, or the posting on our site of a change notice of a new agreement, is considered sufficient notice for notifying you of a modification to the terms and conditions of this Agreement. Modifications may include, but are not limited to, changes in the scope of available commission fees, commission schedules, payment procedures, and Affiliate Program rules. All such modifications shall take effect 48 hours after we serve notice as provided above, unless we indicate otherwise. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the Affiliate Program, following our posting of a change notice or new agreement on our site, will constitute binding acceptance of the change.

8. Relationship of Parties.
You and we 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 site or otherwise, that reasonably would contradict anything in this Section. You are not an agent of Pure Energy Systems and we expressly disclaims responsibility for any conduct by you in violation of our terms of agreement.

9. Limitation of Liability.
We will not be liable for indirect, special, 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.

10. Disclaimers.
We make no express or implied warranties or representations with respect to the Affiliate Program or any services or other items sold through the Program (including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, we make no representation that the operation of our site will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.

11. Representations and Warranties.
You hereby represent and warrant to us that this Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid and binding obligation, enforceable against you in accordance with its terms; and that the execution, delivery and performance by you of this Agreement are within your legal capacity and power; have been duly authorized by all requisite action on your part; require the approval or consent of no other persons; and neither violate nor constitute a default under the (i) provision of any law, rule, regulation, order, judgment or decree to which you are subject or which is binding upon you, or (ii) the terms of any other agreement, document or instrument applicable to you or binding upon you. Should any law enforcement agency or internet service provider provide Pure Energy with notice that you have engaged in transmission of unsolicited bulk e-mails or have otherwise engaged in unlawful conduct or conduct in violation of said service provider's terms of service, we reserve the right to cooperate in any investigation relating to your activities including disclosure of your account information in connection therewith.

12. Indemnification.
You hereby agree to indemnify, defend and hold harmless Pure Energy, officers, directors, employees, agents, affiliates, successors and assigns, from and against any and all claims, losses, liabilities, damages or expense (including attorneys' fees and costs) of any nature whatsoever incurred or suffered by us (collectively the "Losses"), in so far as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim or threatened claim that our use of the Affiliate Trademarks infringes on the rights of any third party; (ii) the breach of any promise, covenant, representation or warranty made by you herein; or (iii) or any claim related to your site.

14. Miscellaneous.
Terminated accounts cannot later apply to the Program without our express written consent. This Agreement will be governed by the laws of the United States and the State of Maryland, without reference to rules governing choice of laws. Pure Energy reserves the right to institute a reserve fund holding commissions for a time period deemed necessary in situations where sales generated by an affiliate consistently have a high chargeback/cancellation ratio. Pure Energy will be the sole and final arbitrator for any and all disputes or claims related to the validity of sales. In order to facilitate accurate record-keeping, multiple affiliate accounts spanning are strictly prohibited. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.