Anderson Referral Program Terms and Conditions
The Referral Source earns a credit to be used for Anderson Services when they refer a friend or associate who purchases qualifying services from Anderson. If the referral purchases but cancels services anytime in the future, the credit provided to the referrer will be reversed. If the credit provided to the Referrer has been used already then Anderson will deduct the amount of the credit that was refunded against any future referrals.
Referral Source wishes to include certain materials promoting Anderson, and to include a link to Anderson’s website within those materials on Referral Source’s website;
NOW THEREFORE, in consideration of the mutual promises, covenants, warranties, and other good and valuable consideration set forth herein, the Parties agree as follows:
Promotional Materials. Anderson shall make available to Referral Source certain banner advertisements, button links, text links, and/or other graphic or textual material for display and use on the Referral Source website (the “Promotional Materials”). Referral Source shall display the Promotional Materials on Referral Source’s website prominently and as Referral Source sees fit, provided that the manner of display shall be subject to the terms and conditions of this Agreement. Referral Source shall also include a link from the Promotional Materials to Andersons’s website, as specified by Anderson.
Use of Promotional Materials. The Referral Source’s use and display of the Promotional Materials on the Referral Source’s site shall conform to the following terms, conditions and specifications:
Referral Source may not use any graphic, textual or other materials to promote Andersons’s website, products or services other than the Promotional Materials, unless Anderson agrees to such other materials in writing prior to their display.
Referral Source may only use the Promotional Materials for the purpose of promoting Anderson’s website (and the products and services available thereon), and for linking to Anderson’s website.
Referral Source will not alter, add to, subtract from, or otherwise modify the Promotional Materials as they are prepared by Anderson. If Referral Source wishes to alter or otherwise modify the Promotional Materials, Referral Source must obtain prior written consent from Anderson for such alteration of modification.
The Promotional Materials will be used to link only to Anderson’s website, to the specific page and address as specified by Anderson.
License. Anderson hereby grants to Referral Source a nonexclusive, nontransferable license (the “License”) to use the Promotional Materials as specified under the terms and conditions of this Agreement. The term of the License shall expire upon the expiration or termination of this Agreement.
Intellectual Property. Anderson retains all right, ownership, and interest in the Promotional Materials, and in any copyright, trademark, or other intellectual property in the Promotional Materials. Nothing in this Agreement shall be construed to grant Referral Source any rights, ownership or interest in the Promotional Materials, or in the underlying intellectual property, other than the rights to use the Promotional Materials granted under the License, as set forth in Section 3.
Relationship of Parties. This Agreement shall not be construed to create any employment relationship, agency relationship, or partnership between Anderson and Referral Source. Referral Source shall provide services for Anderson as an independent contractor. Referral Source shall have no authority to bind Anderson into any agreement, nor shall Referral Source be considered to be an agent of Anderson in any respect.
- In exchange for Referral Source’s display of the Promotional Materials, and for Referral Source’s compliance with and performance of the terms and conditions of this Agreement, Anderson shall provide to Referral Source a credit (the “Credit”) in the amount of a percentage of product sold to a user that accesses Anderson’s website through a link on Referral Source’s website. A marketing fee can be paid up to 10% of non-legal services for any referral that pays in full and is a cap on gross revenue based on up to 100% of non-legal services (attorney consults are excluded). This percentage is subject to change by Anderson at any time. Notification to Referral Source of any change in commission percentage will be given by Anderson at the email address on hand for the Referral Source. Credit will be based on purchases made by a user for new items in an 11 month period.
- Anderson shall keep accurate and up-to-date records of the data used to determine the total amount of Credit owed to Referral Source. Referral Source shall be given reasonable access to these records upon request. Discrepancy between the amount of Credit owed according to these records, and the actual amount of Credit paid to Referral Source in any period or periods shall be rectified by Anderson within 14 days of discovering such discrepancy.
- Anderson shall provide all Credit accrued and payable to Referral Source on the following month (the “Credit Payment Date”). The credit will be added to the Referral Source’s account and can be used for any services provided by Anderson Business Advisors.
- The Referral Source earns a credit to be used for Anderson Services when they refer a friend or associate who purchases qualifying services from Anderson. If the referral purchases but cancels services anytime in the future, the credit provided to the referrer will be reversed. If the credit provided to the Referrer has been used already then Anderson will deduct the amount of the credit that was refunded against any future referrals.
- In the event that Referral Source materially breaches this Agreement and Anderson terminates this Agreement within 30 days of such breach, then any accrued and payable Credit owing to Referral Source shall be forfeited, and Anderson shall not be obligated to provide such Credit to Referral Source.
Referral Source’s Representations and Warranties. Referral Source represents and warrants the following:
- Referral Source has the legal authority to enter into this Agreement and to be bound to the promises, covenants, and other duties set forth in this Agreement.
- Referral Source’s website does not contain any materials that are:
Sexually explicit, obscene, or pornographic;
Offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory (whether based on race, ethnicity, creed, religion, gender, sexual orientation, physical disability, or otherwise);
Graphically violent, including any violent video game images; or
- Referral Source has obtained any necessary clearances, licenses, or other permission for any intellectual property used on Referral Source’s website. Nothing on Referral Source’s website infringes upon the intellectual property rights of any person or entity. No person or entity has brought or threatened an action claiming such infringement, nor does Referral Source have any reason to believe that any person or entity will bring or threaten such a claim in the future.
- Referral Source will not use any Promotional Materials provided by Anderson in any manner detrimental to the image of Anderson.
- Referral Source will not make any claim to ownership of the Promotional Materials, or of the copyright, trademark, or other intellectual property therein.
- Referral Source will not publish or otherwise distribute any advertising materials for Referral Source’s website that reference Anderson or Anderson’s website unless Anderson gives prior written consent to the distribution of such materials. Referral Source will not use Anderson’s name (or any name that is confusingly similar to Anderson’s name) for any purpose on its website, in its promotional materials, or in any other context except to promote Anderson’s website as specified in this Agreement. Referral Source will not register any domain name that incorporates Anderson’s name, or that is confusingly similar to Anderson’s name.
- Referral Source will not engage in the distribution of any unsolicited bulk emails (spam) in any way mentioning or referencing Anderson or Anderson’s website.
- Indemnification. Referral Source shall indemnify Anderson and hold harmless Anderson from any claim, damage, lawsuit, action, complaint, or other costs arising out of any breach of Referral Source’s warranties set forth in Section 7 above. Referral Source shall also indemnify and hold harmless Anderson for any damage, loss or other cost arising out of the use or misuse by Referral Source of the Promotional Materials.
Confidentiality. Any information that Referral Source is exposed to by virtue of its relationship with Anderson under this Agreement, which information is not available to the general public, shall be considered to be “Confidential Anderson Information.” Referral Source may not disclose any Confidential Anderson Information to any person or entity, except where compelled by law, unless Referral Source obtains prior written consent for such disclosure from Anderson.
- This Agreement shall take effect immediately, and shall remain in full force and effect indefinitely, or until terminated pursuant to this Section 10.
- Either Party shall have the right to end this Agreement at any time and for any cause. The terminating Party must give written notice to the other Party at least 30 days prior to the end date.
- Taxes. Anderson shall not be responsible for any taxes owed by Referral Source arising out of Referral Source’s relationship with Anderson as set forth in this Agreement.
- Limitation of Liability. Anderson shall not be liable for any loss of profits or costs, or for any direct, indirect, special, incidental or consequential damages, including costs associated with the procurement of substitute goods or services (whether Anderson was or should have been aware or advised of the possibility of such damage), arising out of or associated with any loss, suspension or interruption of service, termination of this Agreement, use or misuse of the Promotional Materials, or other performance of services under this Agreement.
Counterparts. This Agreement may be executed in several counterparts, each of which shall constitute an original and all of which, when taken together, shall constitute one agreement.
Severability. If any part or parts of this Agreement shall be held unenforceable for any reason, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement is deemed invalid or unenforceable by any court of competent jurisdiction, and if limiting such provision would make the provision valid, then such provision shall be deemed to be construed as so limited.
Headings. The headings for section herein are for convenience only and shall not affect the meaning of the provisions of this Agreement.
Entire Agreement. This Agreement constitutes the entire agreement between Anderson and Referral Source, and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement.
Last updated 1/19/22