Affiliate Terms and Conditions

Summer Hawk Optics, Inc.
Affiliate Terms and Conditions

PLEASE READ THE ENTIRE TERMS AND CONDITIONS.
YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.
BY IN THE AFFILIATE PROGRAM YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION.

1. Overview

These Terms and Conditions contain the complete terms and conditions that apply to you becoming an affiliate in Summer Hawk Optics, Inc.’s Affiliate Program. The purpose of the Terms and Conditions is to allow HTML linking between your web site and the Summer Hawk Optics, Inc. web site as well as offering a discount coupon code for your referrers. Please note that throughout these Terms and Conditions, “we,” “us,” and “our” refer to Summer Hawk Optics, Inc., and “you,” “your,” and “yours” refer to the affiliate.

2. Affiliate Obligations

2.1. We may cancel your application if we determine that your site is unsuitable for our Program, including if it:
2.1.1. Promotes sexually explicit materials
2.1.2. Promotes violence
2.1.3. Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
2.1.4. Promotes illegal activities
2.1.5. Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law
2.1.6. Includes “Merchant” or variations or misspellings thereof in its domain name
2.1.7. Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion.
2.1.8. Contains software downloads that potentially enable diversions of commission from other affiliates in our program.
2.1.9. You may not create or design your website or any other website that you operate, explicitly or implied in a manner which resembles our website nor design your website in a manner which leads customers to believe you are Summer Hawk Optics, Inc. or any other affiliated business.
2.2. As a member of Summer Hawk Optics, Inc.’s Affiliate Program, you will have access to Affiliate Account Manager. Here you will be able to review our Program’s details and previously-published affiliate newsletters, download HTML code (that provides for links to web pages within the Summer Hawk Optics, Inc. web site) and banner creatives, browse and get tracking codes for our coupons and deals. In order for us to accurately keep track of all guest visits from your site to ours, you must use the HTML code that we provide for each banner, text link, or other affiliate link we provide you with.
2.3. Summer Hawk Optics, Inc. reserves the right, at any time, to review your placement and approve the use of Your Links and require that you change the placement or use to comply with the guidelines provided to you.
2.4. The maintenance and the updating of your site will be your responsibility. We may monitor your site as we feel necessary to make sure that it is up-to-date and to notify you of any changes that we feel should enhance your performance.
2.5. It is entirely your responsibility to follow all applicable intellectual property and other laws that pertain to your site. You must have express permission to use any person’s copyrighted material, whether it be a writing, an image, or any other copyrightable work. We will not be responsible (and you will be solely responsible) if you use another person’s copyrighted material or other intellectual property in violation of the law or any third party rights.

3. Summer Hawk Optics, Inc. Rights and Obligations

3.1. We have the right to monitor your site at any time to determine if you are following the terms and conditions. We may notify you of any changes to your site that we feel should be made, or to make sure that your links to our web site are appropriate and to notify further you of any changes that we feel should be made. If you do not make the changes to your site that we feel are necessary, we reserve the right to terminate your participation in the Summer Hawk Optics, Inc. Affiliate Program.
3.2. Summer Hawk Optics, Inc. reserves the right to terminate your participation in the Summer Hawk Optics, Inc. Affiliate Program immediately and without notice to you should you commit fraud in your use of the Summer Hawk Optics, Inc. Affiliate Program or should you abuse this program in any way. If such fraud or abuse is detected, Summer Hawk Optics, Inc. shall not be liable to you for any commissions for such fraudulent sales.
3.3 We will offer access to our corporate style guide, photo imagery and verbiage to Affilate for the purpose of promoting our products. Affilate will be responsible for distributing this marketing content to its listeners and website visitors.

4. Termination

Either you or we may end participation in the affiliate program AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of mail, email or fax. In addition, your participation in the affiliate program will terminate immediately upon any breach of the terms and conditions by you.

5. Modification

We may modify any of the terms and conditions at any time at our sole discretion. In such event, you will be notified by email. Modifications may include, but are not limited to, changes in the payment procedures and Summer Hawk Optics, Inc.’s Affiliate Program rules. If any modification is unacceptable to you, your only option is to end participation in the affiliate program. Your continued participation in Summer Hawk Optics, Inc.’s Affiliate Program following the posting of the change notice or new terms and conditions on our site will indicate your agreement to the changes.

6. Payment

Summer Hawk Optics, Inc. pays affiliates for referrals that lead to purchase on any product website owned by Summer Hawk Optics, Inc. in an amount stated in Section 16. This affiliate payment will be made no less than 60 days after the customer purchase, to allow for possible product returns for refund. Summer Hawk Optics, Inc. will not pay referral fees for purchased products later returned by the customer for a refund. Customers have 30 days to request a refund on their order.

7. Access to Affiliate Account Interface

You will create a password so that you may enter Summer Hawk Optics, Inc.’s secure affiliate account interface. From their site you will be able to receive your reports that will describe our calculation of the commissions due to you.

8. Promotion Restrictions

8.1. You are free to promote your own web sites, but naturally any promotion that mentions Summer Hawk Optics, Inc. could be perceived by the public or the press as a joint effort. You should know that certain forms of advertising are always prohibited by Summer Hawk Optics, Inc.. For example, advertising commonly referred to as “spamming” is unacceptable to us and could cause damage to our name. Other generally prohibited forms of advertising include the use of unsolicited commercial email (UCE), postings to non-commercial newsgroups and cross-posting to multiple newsgroups at once. In addition, you may not advertise in any way that effectively conceals or misrepresents your identity, your domain name, or your return email address. You may use mailings to customers to promote Summer Hawk Optics, Inc. so long as the recipient is already a customer or subscriber of your services or web site, and recipients have the option to remove themselves from future mailings. Also, you may post to newsgroups to promote Summer Hawk Optics, Inc. so long as the news group specifically welcomes commercial messages. At all times, you must clearly represent yourself and your web sites as independent from Summer Hawk Optics, Inc. If it comes to our attention that you are spamming, we will consider that cause for immediate termination of your participation in the Summer Hawk Optics, Inc. Affiliate Program. Any pending balances owed to you will not be paid if your account is terminated due to such unacceptable advertising or solicitation.
8.2. Affiliates that among other keywords or exclusively bid in their Pay-Per-Click campaigns on keywords such as Summer Hawk Optics, Inc., Flying Eyes Optics, www.FlyingEyesOptics.com , www.FlyingEyes.com, and/or any misspellings or similar alterations of these – be it separately or in combination with other keywords – and do not direct the traffic from such campaigns to their own website prior to re-directing it to ours, will be considered trademark violators, and will be banned from Summer Hawk Optics, Inc.’s Affiliate Program. We will do everything possible to contact the affiliate prior to the ban. However, we reserve the right to expel any trademark violator from our affiliate program without prior notice, and on the first occurrence of such PPC bidding behavior.
8.3. Affiliates are not prohibited from keying in prospect’s information into the lead form as long as the prospects’ information is real and true, and these are valid leads (i.e. sincerely interested in Merchant’s service).
8.4. Affiliate shall not transmit any so-called “interstitials,” “Parasiteware™,” “Parasitic Marketing,” “Shopping Assistance Application,” “Toolbar Installations and/or Add-ons,” “Shopping Wallets” or “deceptive pop-ups and/or pop-unders” to consumers from the time the consumer clicks on a qualifying link until such time as the consumer has fully exited Merchant’s site (i.e., no page from our site or any Summer Hawk Optics, Inc.’s content or branding is visible on the end-user’s screen). As used herein a. “Parasiteware™” and “Parasitic Marketing” shall mean an application that (a) through accidental or direct intent causes the overwriting of affiliate and non-affiliate commission tracking cookies through any other means than a customer initiated click on a qualifying link on a web page or email; (b) intercepts searches to redirect traffic through an installed software, thereby causing, pop ups, commission tracking cookies to be put in place or other commission tracking cookies to be overwritten where a user would under normal circumstances have arrived at the same destination through the results given by the search (search engines being, but not limited to, Google, MSN, Yahoo, Overture, AltaVista, Hotbot and similar search or directory engines); (c) set commission tracking cookies through loading of Merchant site in IFrames, hidden links and automatic pop ups that open Summer Hawk Optics, Inc.’s site; (d) targets text on web sites, other than those web sites 100% owned by the application owner, for the purpose of contextual marketing; (e) removes, replaces or blocks the visibility of Affiliate banners with any other banners, other than those that are on web sites 100% owned by the owner of the application.

9. Grant of Licenses

9.1. We grant to you a non-exclusive, non-transferable, revocable right to (i) access our site through HTML links solely in accordance with the terms and conditions of the affiliate program and (ii) solely in connection with such links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the “Licensed Materials”) that we provide to you or authorize for such purpose. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of Summer Hawk Optics, Inc.’s Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of Summer Hawk Optics, Inc. and the good will associated therewith will inure to the sole benefit of Summer Hawk Optics, Inc..
9.2. Each party agrees not to use the other’s proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the party in a negative light. Each party reserves all of its respective rights in the proprietary materials covered by this license. Other than the license granted in these terms and conditions, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.

10. Disclaimer

SUMMER HAWK OPTICS, INC. MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING SUMMER HAWK OPTICS, INC. SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF SUMMER HAWK OPTICS, INC. ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. 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 represent and warrant that:
11.1. The terms and conditions have 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;
11.2. You have the full right, power, and authority to enter into and be bound by the terms and conditions and to perform your obligations, without the approval or consent of any other party;
11.3. You have sufficient right, title, and interest in and to the rights granted to us.

12. Limitations of Liability

WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THESE TERMS AND CONDITIONS UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMS AND CONDITIONS, IN NO EVENT SHALL SUMMER HAWK OPTICS, INC.’S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THESE TERMS AND CONDITIONS, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU.

13. Indemnification

You hereby agree to indemnify and hold harmless Summer Hawk Optics, Inc., 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 site, including, without limitation, content therein not attributable to us.

14. Confidentiality

All confidential information, including, but not limited to, any business, technical, financial, and customer information, disclosed by one party to the other during negotiation or the effective term of these terms and conditions which is marked “Confidential,” will remain the sole property of the disclosing party, and each party will keep in confidence and not use or disclose such proprietary information of the other party without express written permission of the disclosing party.

15. Miscellaneous

15.1. You agree that you are an independent contractor, and nothing in these terms and conditions will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and Summer Hawk Optics, Inc.. 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 any other of Your Site or otherwise, that reasonably would contradict anything in this Section.
15.2. Neither party may assign its rights or obligations under these terms and conditions to any party, except to a party who obtains all or substantially all of the business or assets of a third party.
15.3. These terms and conditions shall be governed by and interpreted in accordance with the laws of the State of Texas without regard to the conflicts of laws and principles thereof.
15.4. You may not amend or waive any provision of these terms and conditions unless in writing and signed by both parties.
15.5. These terms and conditions represents the entire agreement between us and you.
15.6. The headings and titles contained in these terms and conditions are included for convenience only, and shall not limit or otherwise affect the terms and conditions
15.7. If any provision of these terms and conditions are held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of these terms and conditions shall have full force and effect.

16. Payment Details

Summer Hawk Optics, Inc. will pay commissions, pre-tax and pre-shipping costs, of each sale placed by an individual who came to any product sites owned by Summer Hawk Optics, Inc. through the Affiliate’s link or using the Affiliate’s discount code.

17. Customer Discount

Affiliates may offer a discount code to customers for a percentage discount off of the MSRP, pre-tax and pre-shipping, any products purchased on any product sites owned by Summer Hawk Optics, Inc. Only a single discount offer is available for each order. Multiple discounts are not allowed. Contact us at eyewear@flyingeyesoptics.com to set up or update your discount code.

SUMMER HAWK OPTICS INC.
2110 W. Slaughter Lane, STE 160-111
Austin, Texas 78748 USA
512-213-2390
eyewear@flyingeyesoptics.com