This Advertiser Service Agreement (the “Agreement”) is made by and between Subscription Box Network Inc., a Montana, USA corporation (“SUBSCRIPTIONBOXNETWORK.COM”, “SUBSCRIPTION BOX NETWORK”, “Subscription Box Network”, SubscriptionBoxNetwork.com”, “We”), and you, as a Advertiser user of the SUBSCRIPTION BOX NETWORK service (“You”, “Your”, “Advertiser”).
To be an authorized Advertiser of Subscription Box Network, Inc., You agree to abide by the terms and conditions contained in this Agreement. Please read this Agreement carefully before registering and using the Subscription Box Network Service as a Advertiser. By signing up for Subscription Box Network, you indicate Your acceptance of this Agreement and its terms and conditions. If You do not accept this Agreement, do not use the Subscription Box Network Service as a Advertiser.
If present, a “ADVERTISER AGREEMENT ADDENDUM” will be honored by Subscription Box Network to set specific terms for the Advertiser.
Subscription Box Network respects the privacy of its users and promises not to disclose personal or business information to third parties without the express permission of You and Your company. We will not sell Your name, e-mail address, phone number, or any other personal information to anyone else. We consider this information to be private, and it will remain as such. If You have any questions about Your privacy rights, contact us at admin@SubscriptionBoxNetwork.com.
The Advertiser Service Agreement is summarized as follows:
• Affiliates put your banners on their sites, or within the content of their newsletter.
• You may not dictate where the Affiliates place their banners. If you are unhappy with an Affiliate, or feel that they are not suited for your site, you may remove the Affiliate from your program.
• Subscription Box Network will pay your affiliates, using the money in your Subscription Box Network account. In order for your program to remain active, the Advertiser must keep in balance with Subscription Box Network a positive dollar amount.
• THE FOLLOWING TYPES OF SITES ARE NOT ALLOWED TO PARTICIPATE IN SUBSCRIPTION BOX NETWORK: SITES THAT DO NOT PROVIDE A MONTHLY SUBSCRIPTION SERVICE. COMPANIES THAT PROMOTE BIGOTRY, HATRED, VIOLENCE, OR SITES THAT PROMOTE ILLEGAL ACTIVITY, INCLUDING BUT NOT LIMITED TO CRACKING AND HACKING SITES.
• You agree that Subscription Box Network, although the provider of the Service, has no responsibility or liability as a result of placement of authorized Links to Your Web site.
• Any rewards or payments given to affiliates, through Subscription Box Network must be done through Subscription Box Network
• All offers that you promote on our network MUST be from your own site if you are paying per lead and pay sale transactions. You may NOT promote other affiliate offers unless you are paying on a pay-per-click basis. For example, if you place a banner promoting an offer that is off of your site, and do not own that site, you cannot promote that offer. This is considered fraudulent activity, and your account is subject to immediate termination, with NO refund of any fees or deposits that you have made to your account.
• Subscription Box Network will make every effort to distinguish, and squash out fraudulent affiliates and links. However, you should monitor your affiliate program closely, and notify us immediately if you feel a fraudulent practice is being used.
• If it is found during the initial setup process that our software will not work with your website configuration, we will refund all setup fees and deposits to your account. If you should choose to cancel before becoming active, for any other reason besides software incompatibility (as determined by Subscription Box Network), we will refund your setup fee and deposit, minus a $10 return fee. Once your site goes active on the Subscription Box Network service, there are no refunds of the setup fee allowed – unless in the case of a material breach by Subscription Box Network. If you choose to cancel after going active, only your deposit (used to pay your affiliates) can be returned to you.
All pricing information can be found at http://www.Subscription Box Network/pricing or as stated in the Addendum to this agreement.
“Performance Marketing” occurs when e-businesses (“Advertisers”) and individual web sites that generate their own traffic (“Affiliates”) partner to drive traffic to the Your Web site and the You pay a reward or bounty when the Visitor referral results in a sale, lead, click, or other measurable action.
“Affiliate” means a site that is rewarded for a legitimate sale, lead, click, or other measurable action by a Visitor, and uses the Subscription Box Network Service to facilitate applications, tracking, reporting, and receipt of commission payment.
“Advertiser” means a Web site that pays a reward for a legitimate sale, lead, click, or other measurable action by a Visitor, and uses the Subscription Box Network Service to facilitate sign-ups, tracking, reporting, and issuance of commission payment.
“Visitor” means any person, or user that clicks on a Link to a Your Web site placed on an Affiliate’s Web site.
“Sale commission” means the Payout You agrees to pay for Visitors referred to Your Web site that results in a sale of a product or service. The sale could occur at the time of the visit or at a later time not to exceed 30 days. If a sale occurs after 30 days and the Visitor has not returned through an authorized Affiliate’s site, then no Payout shall occur.
“Payout” means the amount sale commission, lead commission, or click commission established and agreed upon by Subscription Box Network and You. The Payout may be expressed as a set amount or as a percent of sales.
“Commission” means the amount sale commission, lead commission, or click commission established and agreed upon by Subscription Box Network and You. The Commission may be expressed as a set amount or as a percent of sales.
“Qualifying Revenues” are revenues derived by the Advertiser from authorized sales, excluding costs for shipping, handling, gift-wrapping, taxes, gift certificates, service charges, credit card processing fees, charge backs, returns and bad debt.
“Link” means a hyperlink placed on an Affiliate’s site that, when clicked on, serves Your Web site to the Visitor’s browser. The Link may be in the form of text, a product image, a button, a banner or any other format acceptable to You, and defined only through Your program on SUBSCRIPTION BOX NETWORK.
“Click” occurs when an internet user clicks through a Link that an Affiliate has placed for a Advertiser. “Measureable Action” occurs when an internet users completes either a purchase, lead form, or other action which the Advertiser has defined. When a Measurable Action can be matched, by SUBSCRIPTION BOX NETWORK to a previous “Click”, a “Commission” occurs and is tracked by Subscription Box Network.
“VOID” means a reversal of a Payout previously earned for a sale, lead, or click that is later rescinded or corrected by You. You may VOID transactions that are fraudulent, or in the case of returned merchandise, duplicate transactions, or other valid reasons.
“Your Account” means a separate, specific account within the Service that is debited based on Your Commissions and Commissions paid to Subscription Box Network.
“Account Balance” indicates the current monetary value of monies deposited into Your Account at Subscription Box Network. These monies are used to pay Affiliates for commissions generated as well as Subscription Box Network fees.
“Tracking Code” means a small piece of HTML code given to the Advertiser by SUBSCRIPTION BOX NETWORK which is used by Subscription Box Network to provide the Service.
“Tracking Pixel” means a small piece of HTML code given to the Advertiser by Subscription Box Network which is used by Subscription Box Network to provide the Service.
“Tracking Gap” is a setting in Your Account, set by the Advertiser, which dictates the maximum time that can elapse between a Click and a Measurable Action.
Subscription Box Network, as an Affiliate Network Provider, has developed, operates and provides a service which allows Web sites to run and/or participate in Performance Marketing programs (the Service”). You wish to become a Advertiser of Subscription Box Network and utilize the Service as a Advertiser. As a Advertiser, Affiliates will be establishing relationships with you. All relationships established between You, the Advertiser, and Affiliates under this Agreement through Subscription Box Network’s network will be conducted and managed through the Service.
This in no way shall limit the Advertiser from establishing relationships with Affiliates through other Affiliate Network Providers or engaging in other business development relationships.
As a Advertiser of Subscription Box Network, you may not dictate where Affiliates place their banners. If you are unhappy with an Affiliate, or feel that they are not suited for your site, you may remove the Affiliate from your Service at any time.
Should the necessary Tracking Code be found missing or removed from the Advertiser site, SUBSCRIPTION BOX NETWORK will notify the Advertiser via email in order to rectify the situation. Advertiser will be given 14 days to correct the problem and will notify Subscription Box Network when the corrections have been made. After 14 days, Subscription Box Network will have the right to terminate this agreement and in such event the Advertiser would forfeit the remaining Balance in their Account.
At all times, Advertiser must maintain a positive balance on their Subscription Box Network account – which is used to pay Affiliates for commissions generated. If Advertiser’s account balance falls below $0, all links will cease to function until such time that the Advertiser is able to make a deposit into the account.
Subscription Box Network, Inc. agrees that the transaction fee will remain at 15% for a period of 9 Months after the execution of this agreement. Client is under no obligation to remain with Subscription Box Network, Inc. for the entirety of the 9 month period, and may discontinue the service at any time upon notice without penalty of any kind. Upon any termination by Advertiser hereunder, Subscription Box Network shall refund any remaining balance in Advertiser’s account within a period equal to the “Tracking Gap” plus 10 additional days to account for processing and delivery. At the end of the 9 month period, if Client wishes to continue service Subscription Box Network, Inc. reserves the right to re-negotiate pricing so as to reflect current market conditions if Subscription Box Network feels necessary.
PRICING AND REFUND INFORMATION:
Network Setup Fee: $300 – This is a onetime fee occurring only after all of the setup steps have been completed, and prior to activation on the network.
Minimum Deposit Amount: $100 – This amount is used to pay the affiliates and Subscription Box Network for sales and other qualified leads that you define. Any amount left in your account that is not used to pay for sales, leads or feed to Subscription Box Network can be refunded to you at any time that you wish to close your account.
Network Transaction Fees: 15% – Fees are based on the payout rate. For example, if you pay an affiliate $1 per lead, you pay Subscription Box Network 15% or $0.15 (Minimum of 1 cent per transaction)
Monthly Minimum Fee: $25 – In a given month, if your account does not generate a minimum of $25 in fees to Subscription Box Network, your account will be charged the difference. There is a 90 day grace period.
Grace Period – the first three months (90 days) after a Advertiser has been activated in the Subscription Box Network. During this period, there will be no monthly minimum fees charged. If Advertiser decided to terminate relationship with Subscription Box Network for any reason before the Grace Period ends, the Network Setup Fee and any remaining balance after paid Commissions and Network Transaction Fees will be refunded in full.
Monthly minimum billing will begin on the 1st of the month following your grace period, so your actual grace period may be a little longer depending on what day of the month your account is activated.
AFFILIATE TRANSACTIONS AND PAYMENT
The Advertiser shall establish and define a set Commission that Affiliates will earn for authorized transactions received via their Links.
Affiliates shall earn a Commission on authorized transactions when a sale is placed by a customer who follows a Link from the Affiliate’s site to the Advertiser’s site. The Advertiser will only pay Commission on Qualifying Sales subject to resolution of all outstanding Voids.
All payments to Affiliates, including bonuses or rewards, shall be processed through Subscription Box Network. Payments to Affiliates are made automatically on or around the fifteenth (15th) day of each month when the Affiliates account balance reaches $100 or more for the previous months’ transactions.
A “Void” is executed by the Advertiser as a means to reverse the commission given to a particular affiliate on Qualifying Sales. Voids may be the result of (i) canceled sales; (ii) product returns; (iii) duplicate or repeat errors; (iv) non-bona fide Transactions; (v) non-receipt of payment from Customer; (vi) Refund of payment to Customer; (vii) Failure by an Affiliate to comply with the Terms of Agreement set forth by Subscription Box Network, Inc. and the Advertiser.
Advertiser will decide and indicate to Subscription Box Network, Inc. how long they require sales to remain in a pending status prior to being credited to an Affiliate. This number will be referred to as the “Pending Sales Period” and is defined as 0 days unless specified in the “Addendum” to this agreement. From that date, the sale will remain in a status allowing the Advertiser to Void the commission for the remainder of the current month, plus 19 days into the next month. At that time, the commission will be paid to the Affiliate and the Advertiser will no longer be able to reverse the sale.
If in the “Addendum”, a positive number is used for the “Pending Sales Period”, the Advertiser agrees to keep in their Subscription Box Network account a balance of monies equal to the current value of any pending transactions posted to their account.
SERVICE AND SUPPORT
Subscription Box Network will provide support for the Service as indicated on the SUBSCRIPTION BOX NETWORK Web site and in accordance with the terms and conditions set forth in this Agreement that supersede any other Agreement.
Subscription Box Network shall send timely e-mails to inform You of applicable changes or additions to the Service or any SUBSCRIPTION BOX NETWORK related products and services.
CHANGES TO THE SERVICE
Subscription Box Network reserves the right to change, modify, add or remove portions of this
Agreement at any time and may add to, change, suspend or discontinue any aspect of the Service at any time. In the event of any material change, SUBSCRIPTION BOX NETWORK will notify You via e-mail, newsletter or the Subscription Box Network Web site at least 7 days prior to any such changes taking effect, at which time You may either agree to such changes or withdraw from the Service. If you choose to withdraw, we will refund all monies contained in your account within a period equal to your “Tracking Gap” plus 10 additional days to account for processing and delivery.
To sign up as a Advertiser of Subscription Box Network and to use the Service as a Advertiser you must be
at least 18 (eighteen) years of age, and supply a valid tax-id, which may be your social security number for individuals, or a federal tax-id for corporations or entities.
THE FOLLOWING TYPES OF SITES ARE NOT ALLOWED TO PARTICIPATE IN SUBSCRIPTION BOX NETWORK:
SITES THAT DO NOT PROVIDE A MONTHLY SUBSCRIPTION SERVICE. OR COMPANIES THAT PROMOTE BIGOTRY, HATRED, VIOLENCE. SITES THAT PROMOTE ILLEGAL ACTIVITY, INCLUDING BUT NOT LIMITED TO CRACKING AND HACKING SITES.
As part of the registration process, You will select a username and password combination that You use to access Your Advertiser area within the Service. You shall provide SUBSCRIPTION BOX NETWORK with accurate, complete and updated registration information. Youmay not select the name of another person with the intent to impersonate that person or deceive members or other users as to Your true identity. You agree that Subscription Box Network may rely on any data, notice, instruction or request furnished to Subscription Box Network by You which is reasonably believed by Subscription Box Network to be genuine and to have been sent or presented by a person reasonably believed by Subscription Box Network to be authorized to act on Your behalf. You shall notify Subscription Box Network by e-mail at Subscription Box Network@Subscription Box Network of any known or suspected unauthorized uses of Your Account, or any known or suspected breach of security, including loss, theft or unauthorized disclosure of Your username and password. You shall be responsible for maintaining the confidentiality of Your username and password and You are responsible for all usage and activity on Your Account, including use of the account by a third party authorized by You to use Your Account. Any fraudulent, abusive or otherwise illegal activity may be grounds for termination by Subscription Box Network and referral to the appropriate law enforcement agencies.
You represent to Subscription Box Network that all content You provide to the Service, to the best of your knowledge, but without special investigation of any kind, is solely owned by You or provided by You with the express authority of the company You represent, does not infringe upon any other individual’s or organization’s rights (including, without limitation, intellectual property rights) in the United States, and is not defamatory, libelous, unlawful or otherwise objectionable under the laws of the United States. You shall not knowingly or intentionally provide, promote, distribute, place or otherwise publish as a Advertiser of the Service any content, or Web site that includes content, which is libelous, defamatory, obscene, pornographic, abusive, fraudulent or violates any law. As Subscription Box Network may not review all information provided by You, You shall remain solely responsible for Your content and Web site.
Through the Contact and Newsletter features of the Subscription Box Network interface, Advertiser
agrees to limit contact to discussions directly related to the Advertiser’s affiliate program running through Subscription Box Network only. Advertiser agrees not to promote other offers not directly related to the Advertiser’s affiliate program running through Subscription Box Network. If a violation of this is discovered, the Advertiser will be given email and given the opportunity to correct the violation within 72 hours to the satisfaction of Subscription Box Network prior to any termination. Advertiser must ensure emails they send are in compliance with CANSpam and other federal laws.
The Service, its operation, its use and the results of such use shall be performed in A professional and workmanlike manner. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, EACH OF SUBSCRIPTION BOX NETWORK AND ADVERTISER DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF ADVERTISERABILITY AND FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE SERVICE, ITS USE AND THE RESULTS OF SUCH USE. WITHOUT LIMITING THE FOREGOING, SUBSCRIPTION BOX NETWORK SPECIFICALLY DISCLAIMS ANY WARRANTY (A) THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, (B) THAT DEFECTS WILL BE CORRECTED, (C) THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS, (D) THAT THE SECURITY METHODS EMPLOYED WILL BESUFFICIENT, OR (E) REGARDING CORRECTNESS, ACCURACY, OR RELIABILITY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSION MAY NOTAPPLY. SUBSCRIPTION BOX NETWORK will make reasonable commercial efforts to keep its transaction service operational during normal business hours. However, certain technical difficulties may, from time to time, result in temporary service interruptions. Advertiser understands and acknowledges that it is normal to have a certain amount of system downtime, up to net 10% of a given calendar month, provided, if Advertiser reasonably determines that such downtime
greater than net 10% of a given calendar month is adversely or materially impacting Advertiser’s
ability to derive benefit from the Service, it shall notify Subscription Box Network, and Subscription Box Network shall give Advertiser a refund equal to 25% of all monies paid by Advertiser for Subscription Box Network transaction fees, excluding those paid to cover earned Commissions by Affiliates, during the
preceding one month period. Advertiser further agrees not to hold SUBSCRIPTION BOX NETWORK liable for any of the consequences of such interruptions. ADVERTISER SHALL HAVE NO LIABILITY FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF ANY WEB SITE OF AFFILIATE OR AFFILIATE CUSTOMER DATA FILES OR SYSTEMS OR PROGRAMS THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES. ADVERTISER SHALL HAVE NO LIABILITY WITH RESPECT TO ADVERTISER OBLIGATIONS HEREUNDER OR OTHERWISE FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF ADVERTISER HAS BEEN NOTIFIED OF SUCH DAMAGES. ANY LIABILITY OF ADVERTISER HEREUNDER SHALL BE LIMITED TO THE FEES PAID BY ADVERTISER TO SUBSCRIPTION BOX NETWORK UNDER THIS AGREEMENT.
LIMITATION OF LIABILITY
EXCLUDING LIABILITY ARISING FROM OR RELATING TO SUBSCRIPTION BOX NETWORK’S OBLIGATION TO KEEP ADVERTISER INFORMATION CONFIDENTIAL UNDER THE SECTION ENTITLED “NONDISCLOSURE”
BELOW AND ANY BREACH BY SUBSCRIPTION BOX NETWORK OF THE SECTION ENTITLED “OWNERSHIP AND LICENSES”, NEITHER ADVERTISER, ON THE ONE HAND, NOR SUBSCRIPTION BOX NETWORK OR ITS SUPPLIERS OR RESELLERS OR OTHER ADVERTISERS, ON THE OTHER HAND, SHALL BE LIABLE TO THE OTHER OR ANY THIRD PARTY FOR (I) ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER ARISING OUT OF THE USE OF OR INABILITY TO USE THE SUBSCRIPTION BOX NETWORK SERVICE OR ANY INFORMATION PROVIDED ON THE SUBSCRIPTION BOX NETWORK WEB SITE OR ANY OTHER HYPERLINKED WEB SITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF SUBSCRIPTION BOX NETWORK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE WEB SITE OR ANY HYPERLINKED WEB SITE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY. IN SUCH JURISDICTIONS, A PARTY’S LIABILITY IS LIMITED TO THE SMALLEST AMOUNT
PERMITTED BY LAW. THIS PARAGRAPH WILL SURVIVE THE FAILURE OF ANY EXCLUSIVE OR LIMITED REMEDY. You agree that SUBSCRIPTION BOX NETWORK, although the provider of the Service, has no responsibility or liability as a result of placement of authorized Links to Your Web site, from the Affiliates.
Subscription Box Network agrees to indemnify, defend, and hold harmless Advertiser and its affiliates, officers, directors, employees and agents from and against any and all liability, claims, losses,
damages, injuries or expenses (including reasonable attorneys’ fees, expert witness fees and costs) directly or indirectly arising from or relating to Subscription Box Network’s acts or omissions in
performance of the Services or its breach of this Agreement.
Subscription Box Network acknowledges that in the course of this Agreement it shall have access to
confidential and proprietary information (“Confidential Information”) of Your company. Subscription Box Network agrees not to disclose or disseminate the Confidential Information without Your prior express written consent in each instance. The term “Confidential Information” shall not include information that is or becomes part of the public domain through no action or omission of Subscription Box Network, that becomes available to SUBSCRIPTION BOX NETWORK from third parties without knowledge by Subscription Box Network of any breach or violation of fiduciary duty, or that Subscription Box Network had in its possession prior to the date of this Agreement. Subscription Box Network does not and shall not collect information about a Advertiser’s customer transactions, other than what is passed to us through the installed tracking code and displayed on Your own transaction reports. Any information we receive is used solely for tracking and Commission payment purposes. Subscription Box Network reserves the right to be able to utilize this data in aggregate to anonymously analyze Service trends, monitor Service efficiencies, and perform such other analysis as Subscription Box Network deems appropriate.
OWNERSHIP AND LICENSES
Subscription Box Network represents and warrants that it owns certain images, technology, content, trademarks, banners and other intellectual property that it shall provide to you, under this
Agreement You, the Advertiser, are granted a non-exclusive, limited, revocable right to use
trademarks and banners. All images, technology and content provided for Your use is and shall remain the sole property of SUBSCRIPTION BOX NETWORK, and no part thereof shall be deemed assigned or licensed to You except as explicitly provided for herein. All intellectual property rights, including trademarks, copyrights, patent rights or applications, trade names and service marks related to the foregoing shall remain Subscription Box Network’s sole property, including rights in and to any derivatives thereof. You may not modify the trademarks, banners, the content or any of the images provided to You in any way.
You, the Advertiser, hereby grant SUBSCRIPTION BOX NETWORK a non-exclusive, limited, revocable right to sublicense the use of Advertiser provided trademarks and banners to Affiliates. All images, technology and content provided for Subscription Box Network and Affiliate use is and shall remain the sole property of the Advertiser and no part thereof shall be deemed assigned or licensed to Affiliate or to Subscription Box Network except as explicitly provided for herein. All intellectual property rights, including trademarks, copyrights, patent rights or applications, trade names and service marks related to the foregoing shall remain the Advertiser’s sole property, including rights in and to any derivatives thereof. Subscription Box Network and Affiliates may not modify the trademarks, banners, the content or any of the images provided by Advertiser in any way.
Advertiser may immediately terminate an Affiliate license to use the marks if Advertiser reasonably believes that such use dilutes, tarnishes or blurs the value of their marks. Subscription Box Network acknowledges the Advertiser’s ownership and exclusive right to use the marks and aggress that all goodwill arising as a result of the use of the marks shall inure to the benefit of the Advertiser. Should the Advertiser wish to terminate an Affiliate license, due to any of the conditions listed above, Subscription Box Network will provide the contact information that SUBSCRIPTION BOX NETWORK has on file for that Affiliate. The Advertiser acknowledges that Subscription Box Network has no further obligation or requirement to assist in recovering any damages from the Affiliate should they occur from unauthorized or non-licensed use of the marks.
Subscription Box Network makes no representations whatsoever about any other Web site which You may access through the Service. In addition, a link to a non- Subscription Box Network Web site does not mean that Subscription Box Network endorses or accepts any responsibility for the content or the use of such Web site.
Advertiser or SUBSCRIPTION BOX NETWORK may assign this Agreement to any successor or affiliate upon
notice to the other party, provided, in the case of Subscription Box Network, the assignee continues to fulfill its obligations and provide the Service hereunder.
Neither party shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes or any other cause which is beyond the reasonable control of such party JURISDICTIONAL ISSUES This Agreement shall be governed by Montana, USA law (except for conflict of law provisions). The exclusive forum for any actions brought in connection with this Agreement shall be in the state and federal courts in and for the State of Montana, USA and all parties consent to such jurisdiction. The application of the United Nations Convention on the International Sale of Goods is expressly excluded.
This Agreement represents the complete agreement concerning this license and may be amended only by a writing executed by both parties. THE ACCEPTANCE OF ANY PURCHASE ORDER PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS SET FORTH HEREIN AND NOT THOSE IN YOUR PURCHASE ORDER. If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable.
September 27, 2013