This Agreement contains the complete terms and conditions that apply to an individual's or entity's participation in the Olivenri.com Affiliates Program. As used in this Agreement, "we" means Olivenri.com, and "you" means the applicant. "Site" means a World Wide Web site and, depending on the context, refers either to Olivenri.com's site, or to any site that you will link to our site (and which you will identify in your Program application). By using this Web site, you agree to comply with and be bound by the following terms of use. Failure to use this Web site in accordance with the following terms of use may subject you to severe civil and criminal penalties.

Introduction:
You agree to the terms and conditions outlined in these Terms and Conditions with respect to this Web site (the "Site"). This Agreement constitutes the entire and only agreement between us and you, and supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Site, the content and products provided by or through the Site, and the subject matter of this Agreement. This Agreement may be amended at any time by us from time to time without specific notice to you. The latest Agreement will be posted on the Site, and you should review this Agreement prior to each use of the Site.

Copyright:
The content, organization, graphics, design, compilation, and other matters related to the Site are protected under applicable copyrights, trademarks and other proprietary (including but not limited to intellectual property) rights. The copying, redistribution, use or publication by you of any such matters or any part of the Site, is strictly prohibited.

Enrollment in the Program:
To begin the enrollment process, you will submit a complete Program application. We will evaluate your application in good faith and will notify you of your acceptance or rejection. We may reject your application if we determine (in our sole discretion) that your site is unsuitable for the Program. Unsuitable sites include those that:

· promote sexually explicit materials

· promote violence

· promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age

· promote illegal activities

· do not promote Our template and components in an appropriate manner (at our discretion)

If we reject your application, you are welcome to reapply to the Program at any time. You should also note that if we accept your application and your site is thereafter determined (in our sole discretion) to be unsuitable for the Program, we may terminate this Agreement.

Modification :
We may modify any of the terms and conditions contained in this Agreement, at any time and at our sole discretion, by posting a change notice or a new agreement on this site. Modifications may include, for example, changes in the scope of available commissions, fee schedules, payment procedures and Program rules. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.

Order Processing:
We will process Product orders placed by customers who follow Special Links from your site to our site. We reserve the right to reject orders that do not comply with any requirements that we may establish periodically. We will be responsible for all aspects of order processing and fulfillment. Among other things, we will prepare order forms, process payments, cancellations, and returns, and handle customer service. We will track sales made to customers who purchase Products by using Links from your site to our site and will make available to you reports summarizing this sales activity. The form, content, and frequency of the reports may vary from time to time in our discretion.

How Commissions are calculated:
Commissions are calculated automatically after the order placed by customers is placed and approved by Olivenri.com. You can review money balance anytime using your online interface. You earn 10% commission on gross sales for all purchases via your Olivenri.com affiliate link.

Refund:
If Olivenri.com must refund a customer purchase you received a commission for, the commission you earned for that purchase will be subtracted from future commission earnings. Refunds can occur due to various reasons such as fraud credit card purchase, suspicious order, bank chargebacks etc.

Policies and Pricing:
Customers who buy products through this Program will be deemed to be customers of Olivenri.com. Accordingly, all Olivenri.com rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply to those customers. We may change our policies and operating procedures at any time. For example, we will determine the prices to be charged for products sold under this Program in accordance with our own pricing policies. Product prices and availability may vary from time to time. We will use commercially reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any particular product.

Use Olivenri.com Links:
Feel free to use your Olivenri.com affiliate links anywhere on your web pages or to email the link address to friends. However, do not send unsolicited email, or "spam" containing your affiliate link. In addition, do not submit your Olivenri.com affiliate link address to any search engines. You are solely responsible for the consequences of sending unsolicited email or news postings.

Limited Right to Use:
Our website grants you non-exclusive limited license to use the web templates and other products sold through our web site by independent content providers in accordance with these Terms and Conditions issued by our company.

a) You may use each individual product on a single website only, belonging to either you or your client. You have to purchase the same template once more in order to make another project with the same design

b) You are authorized to make any necessary modification(s) to our products to fit your purposes.

c) You may not place any of our products, modified or unmodified, on a diskette, CD, website or any other medium and offer them for redistribution or resale of any kind without prior written consent from our company.

d) You may not sub-license, assign, or transfer this license to anyone else without prior written consent from Olivenri.com. Your right to use the Site is not transferable. Any password or right given to you to obtain information or products from the Site is not transferable.

Term of the Agreement:
The term of this Agreement will begin upon our acceptance of your 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 written notice of termination. Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site, all links to our site, and all Olivenri.com trademarks, trade dress, and logos, and all other materials provided by or on behalf of us to you pursuant hereto or in connection with the Program. You are eligible to earn referral fees only on our sales of Qualifying Products that occur during the term, and referral fees earned through the date of termination will remain payable only if the related orders are not canceled or returned.

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.

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. Further, our aggregate liability arising with respect to this Agreement and the Program will not exceed the total referral fees paid or payable to you under this Agreement.

Disclaimers:
Products, information and other content available from or through the site are provided "as-is," "as available," and all warranties, express or implied, are disclaimed. To the fullest extent permissible pursuant to applicable law, Olivenri.com disclaims all warranties express or implied, including, but not limited to,
(a) that any product or information available from or through the site, or the site itself will be merchantable or fit for a particular purpose,
(b) that any product or information available from or through the site, or the site itself will be uninterrupted or error-free,
(c) that defects will be corrected,
(d) that there are no viruses or other harmful components,
(e) that the security methods employed will be sufficient, (f) regarding correctness, accuracy, or reliability, or
(g) against interference with your enjoyment of the products or information, or against infringement. All 'information' and products provided in the course of this agreement are provided with all faults, and the entire risk as to satisfactory quality, performance, accuracy, and effort is with you as the user. We have no liability whatsoever for your use of any information or other content available from or though the site, or the site itself. In particular, but not as a limitation thereof, we are not liable for any compensatory, indirect, special, incidental or consequential damages (including damages for loss of business, loss of profits, litigation, or the like), whether based on breach of contract, breach of warranty, tort, product liability or otherwise; nor for any third party claims of any nature, even if advised of the possibility of such damages or claims. The negation of damages set forth above are fundamental elements of the basis of the bargain between us and you. The information and other content available from or through the site, and the site itself, would not be provided without such limitations. No advice or information, whether oral or written, you obtain from us from or through the site shall create any warranty, representation or guarantee not expressly stated in this agreement.

Independent Investigation:
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT OR OPERATE WEB SITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.

Arbitration:
Any dispute relating in any way to this Agreement (including any actual or alleged breach hereof), any transactions or activities under this Agreement or your relationship with us or any of our affiliates shall be submitted to confidential arbitration in Littleton, Colorado, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court in the state of Colorado (and you consent to non-exclusive jurisdiction and venue in such courts) or any other court of competent jurisdiction. Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.

Miscellaneous:
This Agreement will be governed by the laws of the United States and the state of Texas, without reference to rules governing choice of laws. 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.