By completing and sending in the accompanying DataBull Affiliate Program application form, you are agreeing to enter into a legal agreement with DataBull , which contains all of the terms and conditions below and governs your participation in DataBull Affiliate Program. As used in the Agreement, "DataBull ", "we", "us" or "our" means DataBull and "Applicant", "you", "your" and "yours" means you, the applicant. "Affiliate" means an applicant that has completed the application packet described above and that has been accepted by DataBull into the Affiliate Program.

"Your Site" or “Affiliate Site” means the World Wide Web site that you specify in the application that is owned by you. The "DataBull Site(s)" shall mean http://www.databull.com/ and other sites owned and operated by DataBull.

The purpose of this Agreement is to allow HTML linking between Your Site and the DataBull Site(s).

2. Statement of Investigation

You acknowledge that you have read this Agreement and agree to all of its terms and conditions. You acknowledge that you have independentlyevaluated the desirability of participating in DataBull's Affiliate Program and are not relying on any representation, guarantee, or statement other than as set forth in this Agreement.

3. Application to the DataBull Affiliate Program

To begin the application process, you must submit a complete Affiliate Program application. DataBull will evaluate your application in good faith and will notify you in a timely manner regarding acceptance or rejection of your application. DataBull may reject your application if it determines (in its sole discretion) that Your Site is unsuitable for the DataBull Affiliate Program for any reason, including, but not limited to, if Your Site incorporates images or content that is in any way competitive, unlawful, harmful, threatening, defamatory, obscene, harassing or racially, ethically or otherwise objectionable. If DataBull rejects your application, you may reapply at any time, and DataBull will reconsider the application.

4. No Spamming : Promoting DataBull via unsolicited email is strictly prohibited, and affiliate agrees to not reference DataBull in any way, shape, or form, in any email that Affiliate sends in which the recipient has not specifically asked to receive it. In the case of mailings which are conducted by a third party on Affiliates behalf, Affiliate assumes full responsibility and is advised to perform due diligence to ensure that the mailing list is in fact 100% opt-in. Furthermore, Affiliate may not link to DataBull from any URL that is promoted via unsolicited email. Finally, Affiliate may not advertise or reference DataBull via USENET newsgroup postings in any way, shape, or form.

Affiliate agrees that DataBull will terminate this Agreement and withhold all referral fees due if Affiliate is found in violation of this policy.

5. Linking Your Site to DataBull/Limited License Grant

As an Affiliate Site, we will make available to you banner advertisements, button links, ortext links to the DataBull Site(s),containing DataBull's, trademarks, service marks, tradenames, logo and words identifying DataBull.com (the “DataBull Marks”) (each of these advertisements and links referred to herein as "Links," or individually as a "Link"), which, subject to the terms and conditions hereof, you may display on Your Site. In utilizing the Links, you agree that you will cooperate fully with DataBull in order to establish and maintain such Links. All Affiliates  shall display such Linksprominently throughout theAffiliate Site as approved by DataBull in writing. A Link may only be modified and/or expanded with DataBull’s prior written consent. Each Link connecting users of Your Site to DataBull’s Site, will in no way alter the look, feel or functionality of DataBull’s Site. DataBull has the right in its sole discretion to monitor Your Site at any time and from time to time to determine if you are in compliance with the terms of this Agreement.You also agree that you will substitute such images with any new images provided by DataBull from time to time throughout the term of this Agreement.  

Subject to the terms and conditions of this Agreement, DataBull grants you a limited, non-exclusive, non-assignable, non-transferable, royalty-free license (without the right to sublicense) to (1) place Links on the Affiliate Site during the term of this Agreement; and (2) to use the DataBull Marks as incorporated into the Links, for the sole purpose of linking to the DataBull Site(s). 

6.Ownership of Links and DataBull Marks.

You acknowledge that all right, title and interest in the Links and the DataBull Marks are exclusively owned by DataBull and/or its licensors, and that no right other than the limited license granted herein is provided to you. You shall not assert copyright, trademark or other intellectual property ownership or other proprietary rights in the Links or the DataBull Marks or in any element, derivation, adaptation, variation or name thereof.

You agree that your use of the Links and the DataBull Marks incorporated therein, inures to the benefit of DataBull. All goodwill or reputation in the Links and the DataBull Marks shall automatically vest in DataBull when the Links are used by you pursuant to this Agreement. You shall not contest the validity of any of the DataBull Marks or DataBull's exclusive ownership of them. During the term of this Agreement, you shall not adopt, use, or register, or apply for registration of, whether as a corporate name, trademark, service mark or other indication of origin, any of the DataBull Marks, or any word or mark confusingly similar to them in any jurisdiction.

Use of the Links and the DataBull Marks is subject to DataBull's Linking and Trademark Guidelines, which appear as Appendix A at the end of this Agreement. DataBull may modify the Linking and Trademark Guidelines from time to time, and will take commercially reasonable steps to notify you of the modifications. 

7. Referral Fees

Qualifying Services : All Services sold by DataBull to customers originating from Affiliate's Referring Web Site or Referral URL -- and processed via DataBull's online order forms, telephone or fax numbers, or mailing address -- qualify to earn Affiliate referral fees as described below. DataBull reserves the right to reject any order that does not comply with DataBull policy.

Referral Fee Amounts : Purchase of the Service by Affiliate's referred customers will earn Affiliate a referral fee equal to fifteen percent (15%) of the purchase price of the Service.

Referral Fee Payments : DataBull will mail a referral fee payment in € Euro for the applicable referral fees (less any taxes required to be withheld under applicable law) on the 28th of each calendar month for the previous month's referral fees and after receiving your customers payments.

Returns And Cancellations : If referral fee qualifying Services are returned or cancelled by Affiliate's customer, the corresponding referral fee(s) will be deducted from Affiliate's next monthly referral fee payment.

Any customers who register with the DataBull Service will be deemed to be customers of DataBull, and accordingly, all DataBull rules, policies, and operating procedures will apply to those customers. We will determine the prices charged for the DataBull Service provided to customers under this Affiliate Program in accordance with our own pricing policies. DataBull, at its sole discretion, may changeits rules, policies, operating procedures, services offered, pricing and referral fees at any time without prior notice.

You agree not to use any automated, manual or other system to register for the DataBull Service except by individual end users who link from Your Site to the DataBull Site(s) for the purposes of registering for and using the DataBull Services.DataBull reserves the right to withhold any Referral Fees if it determines, in its sole discretion, that any fraud of any kind has been committed by the Affiliate.

8. Obligations Regarding Your Site

You are solely responsible for the development, operation, and maintenance of Your Site and for all materials and content that appear on Your Site. DataBull will not be responsible for and disclaims all liability for any of the foregoing. You agree to indemnify and hold DataBull harmless from all damages, claims, fees (including attorneys' fees), and expenses arising from or relating to the development, operation, or maintenance of Your Site and any content displayed on Your Site including but not limited to any claim that content displayed on Your Site infringes or misappropriates any intellectual property right of a third party.

9. Term of the Agreement

The term of this Agreement begins upon DataBull's acceptance of your application for the Affiliate Program, and ends when terminated by either party in accordance with this Agreement. Either you or DataBull may terminate this Agreement at any time, for any reason or no reason, by giving the other party written notice of termination. Within 24 hours after termination (whether by you or DataBull), you must remove the DataBull Links and any other DataBull Marks from Your Site and you must destroy or erase from computer memory or any other storage device any items you might have that contain DataBull Links, DataBull Marks or DataBull Confidential Information (as defined herein).. DataBull will pay you any commissions you might have earned before termination 45 daysafter the end of the calendarquarter in which this Agreement has been terminated.

10. Modification

DataBull may modify any of the terms and conditions contained in this Agreement. If a modification is unacceptable, you may terminate this Agreement by giving notice of termination to DataBull and following the procedures in Section 9 (Term of Agreement). If you do not give DataBull notice of termination in accordance with Section 9 continue to display the Links on Your Site, then you will be deemed to have accepted the modifications.

11. Relationship of the Parties

You and DataBull are independent contractors, and nothing in this Agreement creates any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and DataBull. You understand that you do not have authority to make or accept any offers or make any representations on behalf of DataBull. You may not make any statement, whether on Your Site or otherwise, that would contradict anything in this section.

12. Confidentiality

During the term of this Agreement, you may have access to certain Confidential Information (as defined below) of DataBull.. You agree (i)not to disclose any Confidential Information to any third parties without the express prior written consent of DataBull, (ii) not to use any Confidential Information for any purposes except carrying out your rights and responsibilities under this Agreement, and (iii) to keep the Confidential Information confidential using the same degree of care you use to protect your own confidential information, as long as you use at least reasonable care. For purposes of this Agreement, "Confidential Information" means, any and all information in written, representational, electronic or other form relating directly or indirectly to the present or potential business, operation or financial condition of DataBull (including, but not limited to, marketing plans, customer and supplier lists and product data) excluding any such information which at the relevant time (i) is known to the public (through no act or omission of the Affiliate in violation of this Agreement), (ii) is lawfully acquired by the Affiliate from an independent source having no obligation to DataBull maintain the confidentiality of such information or (iii) was known to the Affiliate prior to its disclosure under this Agreement.

13. Disclaimers

EXCEPT AS EXPRESSLY SET FORTH IN THE AGREEMENT, DATABULL MAKES NO, AND EXPRESSLY DISCLAIMS ANY, REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE AFFILIATE PROGRAM, THE LINKS, TRADEMARKS, THE DATABULL SITES, THE DATABULL SERVICE, AND ANY OTHER SERVICE PROVIDED BY DATABULL HEREUNDER, AND ANY OTHER SERVICE, CONTENT, TOOLS, OR RELATED DOCUMENTS OR MATERIALS (IN ELECTRONIC FORM OR OTHERWISE) PROVIDED HEREUNDER, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NONINFRINGEMENT AND IMPLIED WARRANTIES ARISING FROM A COURSE OF DEALING OR COURSE OF PERFORMANCE OR TRADE USAGE. DATABULL EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY REGARDING THE PERFORMANCE, AVAILABILITY, FUNCTIONALITY, OR ANY OTHER ASPECT OF THE DATABULL SITE.

You understand that the operation and/or use of the Links or the DataBull Site(s) may not be uninterrupted or error free, and may have errors or omissions. You agree that DataBull will not be liable for any interruptions or errors in using the Links.

14. Limitation of Liability

DATABULL WILL NOT BE LIABLE FOR LOST PROFITS, LOST BUSINESS OPPORTUNITIES OR ANY OTHER INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE LINKS, THE DATABULL SERVICE OR DATABULL'S AFFILIATE PROGRAM, EVEN IF DATABULL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING LOSS OF DATA OR LOSS OR INTERRUPTION OF SERVICES OR COMMUNICATIONS. FURTHER, DATABULL'S AGGREGATE LIABILITY FOR DIRECT DAMAGES ARISING UNDER THIS AGREEMENT WILL NOT EXCEED THE AMOUNT OF THE TOTAL REFERRALFEES PAID OR PAYABLE TO YOU UNDER THIS AGREEMENT.

15. Miscellaneous Provisions

This Agreement will be governed by the laws of Belgium, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the county courts located in Antwerp, Belgium and you irrevocably consent 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 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.

This Agreement and the Appendix attached hereto is the entire agreement between you and DataBull with respect to the DataBull Affiliate Program. You may not assign this Agreement, by operation or law or otherwise, without DataBull's prior written consent. This Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective permitted successors and permitted assigns. DataBull's failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of DataBull's right to subsequently enforce those provisions, or any other provisions of this Agreement. The parties acknowledge that if Section 5 or 13 is breached, money damages will not be an adequate remedy and DataBull may, in addition to any other legal or equitable remedies, seek an injunction or similar equitable relief against such breach or threatened breach without the necessity of posting any bond. In the event that any provision of this Agreement shall, in whole or in part, be determined to be invalid, unenforceable or void for any reason, such determination shall affect only the portion of such provision determined to be invalid, unenforceable or void, and shall not affect in any way the remainder of such provision or any other provision of this Agreement.You and DataBull agree to negotiate in good faith or to permit a court or arbitrator to replace any provision of this Agreement held invalid, unenforceable or illegal with a valid provision that is as similar as possible in substance to the invalid, unenforceable or illegal provision.  In no event shall DataBull have any liability for any delayed performance or nonperformance by DataBull which results, in whole or in part, directly or indirectly, from any cause beyond the reasonable control of DataBull. The provisions Sections 5, 9, 10, 12, 13, 14 and this Section 15 shall survive termination or expiration of the Agreement.