Xamance North America, Inc. Affiliate Program Agreement

This Agreement contains the terms and conditions that apply to an individual or entity’s participation in the Xamance North America, Inc. Online Affiliate Program. As used in this Agreement, "we" means Xamance North America, Inc., "you" means the participant, and “the buyer” means any person you referred to Xamance North America, Inc., and convinced to subscribe to Xambox Anywhere service. You must be 18 years of age or older to enter into this Agreement with us.

Xamance North America, Inc. reserves the right to accept or reject any individual or company requesting to be part of our Affiliate Program.

Referral link

We will provide you with the procedures and links to use in linking to our Site. To ensure accurate tracking, reporting and commission accrual, the buyer must come from your referral link when creating an account on our website. We will not be held liable for any failure by you or the buyer to use properly your referral link.

Your referral link is provided to you as a simple way to notify us when you recommend our products to buyers. It shall not be given away to someone who has already decided to purchase our products. For instance, you shall not post your referral link on any website which lists promotion coupons, on any cash-back websites or any related website. If you post your referral link on the Internet, you shall only use the term “referral link” to qualify it, you shall not use the words “discount”, “code”, “promotion”, “coupon” or any related word to describe your referral number online. Failure to meet these requirements will immediately terminate this agreement, deactivate your referral link, and disqualify you for any commissions you have earned without respecting this agreement.

Use of Materials

We grant you permission to use the graphic images and text solely for the purpose of identifying your site as a Program participant and to assist in generating sales. We reserve all rights to any graphic image and text, or any other images, our trade name and trademark.

Commissions

We will pay commissions on subscriptions that are placed on our website (xambox.com) using the referral link. Commissions will only be paid after an order is fully processed and paid. You will earn a commission on all referred paid subscriptions to Xambox Anywhere, which excludes costs for returns and bad debt. If any customer gets a rebate on his subscription or is reimbursed for any reason, the corresponding commission will be deducted. Commissions will be paid every 3 months. You will not earn a commission on any other material/service that Xamance North America, Inc. may provide, other than the Individual Subscription or the Business Subscription to Xambox Anywhere service.

Order Processing, Policies and Pricing

We will be responsible for all aspects of order processing and fulfillment. We reserve the right to reject any order that does not comply with our requirements. Customers who purchase products through this Program will be deemed to be customers of Xamance North America, Inc.. All rules, policies, customer service and product sales will apply to those customers. We may change our policies and procedures at anytime and prices and availability may vary.

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.

Terms of the Agreement

We may modify any of the terms and conditions of this Agreement, at any time by providing you a written change notice or new agreement. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the Program following our provision of a change or new Agreement will constitute acceptance of the change.

Either party may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. If this Agreement is terminated, you will immediately cease use of your referral link, and remove all of Xamance North America, Inc. trademarks, trade dress, logos, and all other materials provided by or on behalf of us to you in connection with the Program. All commissions earned through the date of termination will remain payable only if the related orders are not cancelled or returned. We may hold your final payment for a reasonable time to ensure the correct amount is paid.

No affiliate member may use his or her own referral link on the purchase of a Xambox intended for his or her own private use; the program is limited to referrals to outside parties and will be enforced by comparing affiliate/buyer information including billing address.

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 Program, even if we have been advised of the possibility of such damages. Furthermore, our aggregate liability arising with respect to this Agreement and the Program will not exceed the total commissions paid or payable to you under this Agreement.

Disclaimers

We make no express or implied warranties or representations with respect to the Program or any products sold through the Program (including, without limitation, warranties of fitness, merchantability, noninfringement, 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. Neither party shall be liable to fulfill its obligations hereunder, or for delays in performance, due to causes beyond its reasonable control, including, but not limited to, acts of God, acts or omissions of civil or military authority, fires, strikes, floods, epidemics, riots or acts of war.

Miscellaneous

This Agreement will be governed by the laws of the Commonwealth of Pennsylvania, U.S.A.. Any action relating to this Agreement must be brought in the federal or state courts located in the Commonwealth of Pennsylvania, U.S.A., and you consent irrevocably to the jurisdiction of such courts. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. 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.