By becoming an affiliate with Lionfire Solutions, you agree to be bound by the following terms and conditions. Please read this entire document carefully before proceeding.
1) Parties to this Agreement
Lionfire Solutions, Inc ("Lionfire"), a North Carolina corporation with its principal place of business at 98 Trillium Way, Clayton, NC 27527. This agreement is entered into by Lionfire and each of its Affiliate(s). "You", "Your" refers to each and every affiliate or sub affiliate of the Lionfire affiliate program. Participation in the program constitutes full acceptance of the TOS set forth herein.
2) Lionfire Responsibilities
a) Tracking Lionfire agrees to track the customers referred to Lionfire via the discount code provided to you for that purpose. Lionfire will pay you a commission for each such referral made in compliance with this agreement pursuant to the commission schedule and terms set forth in this affiliate agreement.
3)Affiliate Responsibilities
a) Minimum Age You agree that you are 18 years of age or older on the date that you first approve the terms hereof. You agree that you are in a jurisdiction where participation in the Lionfire affiliate program does not violate any law, ordinance, regulation or standard.
b) Representations You agree that you will not many and representations, promises, warranties or other statements about Lionfire or the Lionfire web site, products or policies other than as may be expressly approved in writing by Lionfire or as other wise provided to you by Lionfire for that purpose.
c) Amendments You agree that Lionfire may amend this agreement at any time without notice to you. You agree to keep advised of any changes to this agreement by checking the Lionfire website on a periodic basis.
d) Customers of Lionfire Lionfire will have the sole right and responsibility to service all customers secured through your affiliate discount code. All dealing with customers for server hardware and related services shall be directly and solely between customer and Lionfire. Lionfire shall have the right and obligation to determine all pricing and product offerings and shall have the right to make any changes thereto without notice to affiliate. All customers of Lionfire, regardless of origin or referral, are the sold property and responsibility of Lionfire.
4) Commissions
a) Commission Rate Commissions are paid on a recurring basis for each server purchased via your affiliate discount code subject to the terms and conditions set forth herein. Commissions vary based on type of sale, whether recurring or a new customer, and whether the sale was a customized quotation or a preconfigured special. The commission rate for new customers who purchase systems through Lionfire on a customized quotation basis is Fifty Dollars ($50.00) per machine on customers initial order and Twenty Five Dollars ($25.00) per machine on each order thereafter. The commission rate for new customers who purchase systems through Lionfire that were listed as a special offer is Twenty Five Dollars ($25.00) per machine on customers initial order and Twenty Five Dollars ($25.00) per machine on each order thereafter. At this time, commissions are unavailable on component-only orders.
b) Qualified Commission A "qualified commission" is one for which the customer which is the subject of the commission has taken delivery of all components in the initial order placed by customer. Lionfire shall make all decisions as to whether any commission is a "qualified commission."
c) Payment Date Commissions are calculated at the end of each month, and paid on the 5th of the following month. Should the 5th fall on a non business day during any given month, payouts will be made on the next business day following the 5th.
IMPORTANT: For payments to be made through PayPal, you must provide us with your affiliate ID and your PayPal ID. This information should be provided in the initial affiliate setup form.
d) Tax Regulation Due to the tax laws through the Internal Revenue Service (IRS), the United States Department of Treasury requires that every individual or corporation which is receiving affiliate commissions equal to or above Six Hundred Dollars ($600.00) within a calendar year complete the necessary forms provided to you upon reaching this quote. To provide your Social Security Number (SSN). At year end, a formal 1099 IRS form will be completed and mailed to your address on file so that you may accurately declare your affiliate revenue on your personal or corporate income tax. International affiliates are not required to complete this step.
5) Ownership and Licenses
a) Property Ownership Each party to this agreement shall retain all right, title and interest in its names, logos, trademarks, service marks, trade dress, copyrights and proprietary technology, including, without limitation, those names, logos, trademarks, service marks, trade dress, copyrights and proprietary technology currently used or which may be developed and/or used by it in the future.
b) License Lionfire grants you as an affiliate a revocable, non-exclusive, worldwide license to use, reproduce and transmit the Lionfire logos, trademarks and service marks on your site and only your site for the sole purpose of facilitating a link between your site and Lionfire to accomplish the purpose and intent of this affiliate agreement. You may also use the links and images located in the link library prepared specifically for that purpose subject to the same terms and conditions. You may not otherwise use, copy, distribute, change, modify, or otherwise alter any such property. This license is neither assignable nor transferable.
c) Cease use upon Demand You agree to immediately cease the use of any mark upon request made by Lionfire to the email address provided by you and maintained on file for you by Lionfire. You agree to immediately cease the use of any link created by you to Lionfire upon request by Lionfire to the email address provided by you and maintained on file for you by Lionfire.
6) Termination
a) Effect upon Commission Either party may terminate this agreement at any time upon notice in writing to the other party. Other than any termination under paragraph 6.b. herein, any commission which has become a qualified commission as of the date of such termination will be paid post termination. Any commission, which is not a qualified commission as of the date of notice of termination, shall not thereafter become a qualified commission.
b) Breach of this Agreement The breach of this agreement, or any provision thereof, knowingly or otherwise, willful or otherwise, is grounds for immediate suspension of, at the sold option of Lionfire, termination of this agreement in its entirety.
c) Suspension Suspension under this paragraph shall mean the withholding of all commission payments qualified or otherwise until such breach is cured. Suspension if not cured within a reasonable time as determined by Lionfire will become a termination under 6.b. as of the date of the initial suspension.
d) Survival Upon termination of this agreement all rights and licenses granted by this agreement are immediately revoked. Section 7 shall survive such termination and remain in full force and effect.
7) General
a) Authority Each party represents to the other that it has full binding authority to enter into this agreement and in the case of any entity other than an individual that the person assenting to the terms of this agreement has full binding authority of the entity purportedly bound.
b) Non-Infringement You agree that in the court of any performance under this agreement or otherwise with respect to any dealings between you and Lionfire that you will not infringe on any third party's copyright, patent, trademark, trade secret or other proprietary rights of right of publicity or privacy.
c) Violation of Law You vow to uphold the laws of your respective jurisdiction and that you will not violate any applicable law, ordinance, regulation or standard. You understand and accept responsibility to file any necessary paperwork or tax forms with the appropriate parties for any and all payments made as a result of this service and the terms and conditions set forth herein.
d) Terms of Service You agree that in the course of any performance under this agreement or otherwise with respect to any dealings between you and Lionfire that you agree to be bound by all terms and conditions of this documents and any applicable terms and conditions set forth in the Lionfire Terms of Service which are incorporated herein as though set forth at length herein.
e) Unsolicited Email You agree that in the course of any performance under this agreement or otherwise with respect to any dealings between you and Lionfire that you will not use or otherwise permit the use of unsolicited commercial email (aka SPAM/UBE/USE) in relation to the Lionfire affiliate program.
f) Defamation/Libel You agree that in the course of any performance under this agreement or otherwise with respect to any dealings between you and Lionfire that you will not transmit any information which is or might be considered to be defamatory of libelous.
g) Decency You agree that in the course of any performance under this agreement or otherwise with respect to any dealings between you and Lionfire that you will not transmit any information which is or might be considered to be lewd, pornographic or obscene.
h) Unfair Competition You agree that in the course of any performance under this agreement or otherwise with respect to any dealings between you and Lionfire that you will not violate any laws regarding unfair competition, anti-discrimination or false advertising on the Lionfire Terms of Service.
i) Damage to LionfireYou agree that in the course of any performance under this agreement or otherwise with respect to any dealings between you and Lionfire that you will not take any action that would in any way damage Lionfire or otherwise compromise it's services or equipment including utilize or otherwise transmit at any time contain viruses, Trojan horses, worms, time bombs or other similar harmful or deleterious programming routines.
j) Limitation of Liability IN NO INSTANCE SHALL LIONFIRE BE LIABLE TO YOU FOR LOST PROFITS OR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL OR INDIRECT DAMAGES, HOWEVER CAUSE AND ON ANY THEORY OF LIABILITY (INCLUDING WITHOUT LIMITATION, NEGLIGENCE), ARISING OUT OF OR RELATED TO THIS AGREEMENT WHETHER OR NOT LIONFIRE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ACKNOWLEDGE THAT COMMISSIONS AGREED UPON IN THIS AFFILIATE AGREEMENT ARE BASED IN PART UPON THESE LIMITATIONS, AND THAT THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OR ANY REMEDY. Notwithstanding the foregoing, this section shall not limit either party's liability to the other for (i) willful or malicious misconduct; (ii) gross negligence, (iii) indemnification under section 7.m. or (iv) either party's liability for death or personal injury or their own acts of fraud.
k) Indemnification You agree to indemnify, defend and hold harmless Lionfire and its affiliates, directors, officers, employees or agents, harmless of and from any and all liability, losses, damages, injuries or expenses (including attorney's fees and expert witness charges) arising out of any claimed or alleged action or inaction towards any third party whether such claimed or alleged action or inaction arises out of a claim or misuse of copy written materials, license violation, domain misuse, trademark misuse or any active or passive negligence.
l) Independent Contractors Each party shall act as an independent contractor and shall have no authority to obligate or bind the other in any respect.
m) Choice of Venue The internal laws of the State of North Carolina (irrespective of it's choice of law principles) will govern the validity of this agreement, the construction of its terms, and the interpretation of the rights and duties of the participating parties, provided that the internal laws of the State of North Carolina shall govern the validity of this agreement with respect to the North Carolina Regulations. Any party may seek to enforce its rights under this agreement in any court competent jurisdiction located within the judicial district, Johnston County, NC, in which the company has its principal place of business.
n) Severability The provisions of this Agreement are independent of and separable from each other, and no provision shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other or others of them may be invalid or unenforceable in whole or in part.
o) Integration This agreement constitutes the entire understanding of the parties and revokes and supersedes any and all prior agreements and is intended to be a full and complete expression of the agreement between the parties. This agreement shall not be modified except in writing by the posting of a new agreement by Lionfire on the Lionfire website.
p) Use Constitutes Full Acceptance and Signature Your agreement to the terms set forth herein is manifested by any participation in the Lionfire affiliate program including the submission of the affiliate application form and the collection of any commission under this agreement. This agreement may be modified, amended, altered or otherwise changed by Lionfire without notice to any other party other than changing the agreement itself made available by Lionfire to the affiliate on the Lionfire web site.
By clicking I agree below, I agree electronically to the above terms and conditions of the Lionfire Solutions, Inc. affiliate program and agree to be bound to the terms and conditions. In addition, I acknowledge that the terms and conditions of the affiliate program may change at anytime.
