AFFILIATE AGREEMENT
PLEASE READ THE ENTIRE AGREEMENT.
YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND AI LEGAL ASSISTANT PTY LTD.
(legalassistant.au)
BY SUBMITTING THE ONLINE APPLICATION YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION.
In addition by accepting these terms below you are also agreeing to our regular Terms of Service and our Privacy Policy.
Overview
This Agreement contains the complete terms and conditions that apply to you becoming an affiliate in legalassistant.au’s Affiliate Program. The purpose of this Agreement is to facilitate: (a) the placement of authorised HTML or equivalent digital links between your website or other digital properties and the legalassistant.au website; and (b) the generation of referrals by consultant affiliates through approved offline or non-website channels using the unique referral identifiers we provide.
Please note that throughout this Agreement, “we,” “us,” and “our” refer to AI Legal Assistant Pty Ltd (legalassistant.au), and “you,” “your,” and “yours” refer to the affiliate. For the purposes of this Agreement, a Website Affiliate means an affiliate who promotes our Services primarily through an online website or digital platform; whereas a Consultant Affiliate means an affiliate who promotes our Services primarily through professional, offline or other non-website channels, including but not limited to face-to-face consultations, approved Licensed Materials and presentations. In this Agreement, unless the context requires otherwise, a reference to your site, website or web page is deemed to include any approved promotional channel used by a Consultant Affiliate and a reference to Affiliate includes both Website Affiliates and Consultant Affiliates.
Affiliate Obligations
2.1. To begin the enrolment process, you will complete and submit the online application at the legalassistant.au website. The fact that we auto-approve applications does not imply that we may not re-evaluate your application at a later time. We may reject your application at our sole discretion. 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 “AI Legal Assistant” 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 legalassistant.au or any other affiliated business.
2.2. As a member of legalassistant.au’s Affiliate Program, you will have access to the Affiliate Dashboard. 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 legalassistant.au 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. Website Affiliates must embed the HTML links and other digital tracking tools supplied by AI Legal Assistant, whereas Consultant Affiliates must use the unique referral identifiers and any alternative tracking mechanisms expressly authorised by AI Legal Assistant for offline or non-website promotional activities.
2.3 AI Legal Assistant occasionally offers coupons to select affiliates and to our newsletter subscribers. If you’re not pre-approved / assigned a branded coupon, then you’re not allowed to promote the coupon. Below are the terms that apply for any affiliate who is considering the promotion of our products in relation to a deal or coupon:
2.3.1. Coupon and deal sites are not permitted under any circumstances to promote the AI Legal Assistant affiliate program.
2.3.2. Affiliates may not use misleading text on affiliate links, buttons or images to imply that anything besides currently authorized deals to the specific affiliate.
2.3.3. Affiliates may not bid on AI Legal Assistant Coupons, AI Legal Assistant Discounts or other phrases implying coupons are available.
2.3.4. Affiliates may not generate pop-ups, pop-unders, iframes, frames, or any other seen or unseen actions that set affiliate cookies unless the user has expressed a clear and explicit interest in activating a specific savings by clicking on a clearly marked link, button or image for that particular coupon or deal. Your link must send the visitor to the merchant site.
2.3.5. User must be able to see coupon/deal/savings information and details before an affiliate cookie is set (i.e. “click here to see coupons and open a window to AI Legal Assistant site” is NOT allowed).
2.3.6. Affiliate sites may not have “Click for (or to see) Deal/Coupon” or any variation, when there are no coupons or deals available, and the click opens the merchant site or sets a cookie. Affiliates with such text on the merchant landing page will be removed from the program immediately.
2.4. legalassistant.au 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.
2.5. 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.
2.6. 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.
legalassistant.au Rights and Obligations
3.1. We have the right to monitor your site and your approved promotional channels at any time to determine if you are following the terms and conditions of this Agreement. We may notify you of any changes to your site or approved promotional channels that we feel should be made, or to make sure that your links to our website 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 or approved promotional channels that we feel are necessary, we reserve the right to terminate your participation in the legalassistant.au Affiliate Program.
3.2. legalassistant.au reserves the right to terminate this Agreement and your participation in the legalassistant.au Affiliate Program immediately and without notice to you should you commit fraud in your use of the legalassistant.au Affiliate Program or should you abuse this program in any way. If such fraud or abuse is detected, legalassistant.au shall not be liable to you for any commissions for such fraudulent sales.
3.3. This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated hereunder.
Termination
Either you or we may end this Agreement AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of email. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you.
Modification
We may modify any of the terms and conditions in this Agreement at any time at our sole discretion. In such an event, you will be notified by email. Modifications may include, but are not limited to, changes in the payment procedures and legalassistant.au’s Affiliate Program rules. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation in legalassistant.au’s Affiliate Program following the posting of the change notice or new Agreement on our site will indicate your agreement to the changes.
Payments, Ranks, Commissions, Refunds and Clawbacks
6.1 Commissions are paid out monthly based on the rank you’ve achieved. For an Affiliate to earn a commission, the referred account must remain active for at least 37 days. The minimum affiliate payout is $50. If your balance is below this amount, your commissions will continue to accumulate until you reach the payout threshold.
6.2 Commissions are calculated only on subscription payments made within the first twelve (12) months following the referred client’s initial subscription with AI Legal Assistant (Commission Period). There is no entitlement to commission beyond the Commission Period. For the avoidance of doubt, commission is payable only on subscription revenue actually received in cleared funds from the referred client during the Commission Period, calculated on a cash-in-bank basis and exclusive of GST, VAT or any other applicable taxes.
6.3 If a referred client obtains a refund, initiates a charge-back, or otherwise reverses a payment, any commission previously paid or credited to you in respect of that transaction will be debited from your commission account (Clawback). We may offset Clawbacks against future commission payments. You are not entitled to commissions from transactions that are reversed, refunded, or deemed fraudulent; and Clawbacks cannot be disputed or overridden by claims concerning other fulfilled transactions,
Commission Payment Terms
Monthly Payments Commissions are paid monthly based on your achieved rank.
Eligibility Requirements To earn commission, the referred account must stay active for at least 37 days.
Minimum Payout The minimum payout is $50. If your balance is below this amount, commissions will accumulate until you reach the threshold.
Commission Period Commissions are calculated only on subscription payments made within the first 12 months after the referred client’s initial subscription with AI Legal Assistant (Commission Period).
No Commission Beyond 12 Months You are not entitled to commission beyond the Commission Period.
Payment Calculation Commission is payable only on:
- Subscription revenue actually received in cleared funds from the referred customer during the Commission Period
- Calculated on a cash-in-bank basis, excluding GST, VAT or any other applicable taxes
Refunds and Clawbacks If a referred customer:
- Obtains a refund
- Initiates a charge-back
- Reverses a payment
Then:
- Any commission previously paid or credited to you for that transaction will be debited from your commission account (Clawback)
- We may offset Clawbacks against future commission payments
- You are not entitled to commissions from transactions that are reversed, refunded, or deemed fraudulent
- Clawbacks cannot be disputed or overridden by claims about other fulfilled transactions
6.4 Referral Eligibility and Ineligibility. A referral will be deemed ineligible, and no Commission will be payable, if:
- The referred lead or customer is one that AI Legal Assistant is already working with, either directly or indirectly, including through another partner, affiliation, or partnership arrangement at the time the referral is made; or
- The Affiliate is unable to provide reasonable proof of engagement with the lead or customer, such as email correspondence or other documentary evidence, at the time of making the referral.
6.5 **Ranks:**
The default commission rate is 8% on subscription payments received from the referred customer during the Commission Period. However, you have the opportunity to achieve higher ranks and earn more:
– **Developing**: Once you’ve received affiliate commissions totalling $20,000 AUD, you will achieve the “Developing” rank and earn a 10% commission on sales.
– **Accomplished**: After accumulating affiliate commissions of $35,000 AUD, you will reach the “Accomplished” rank, earning you a 15% commission on sales.
– **Legendary**: By earning affiliate commissions of $50,000 AUD, you’ll achieve the “Legendary” rank and receive a 20% commission on sales.
Please note:
– You cannot refer yourself, and you won’t earn a commission on your own accounts.
– Website Affiliates: There’s a limit of one commission per referral. If someone uses your referral link and orders multiple accounts, you’ll earn a commission only on the first order.
– Commission accrual ceases after expiry of the Commission Period. No commission is payable on any subscription payment or order placed after the Commission Period ends.
6A. SHARE THE LOVE Program
6A.1 Program Overview and Structure
(a) AI Legal Assistant operates a separate referral program called the “Share the Love Program” (Share the Love Program) which is distinct from and operates independently of the Affiliate Program established under this Agreement. The Share the Love Program enables existing clients of AI Legal Assistant (Referring Clients) to invite prospective users to the AI Legal Assistant platform through unique referral identifiers provided by AI Legal Assistant.
(b) Under the Share the Love Program, when a Referring Client successfully refers a new user (Referred User) who registers with AI Legal Assistant using the Referring Client’s unique referral identifier, both the Referring Client and the Referred User receive AI Legal Assistant platform credit incentives as specified in this clause. The Share the Love Program operates on a dual-tier reward structure comprising registration rewards and conversion rewards as detailed in subclauses (c) and (d) below.
(c) Registration Rewards: Upon successful registration of a Referred User through a valid Share the Love Program referral link, provided the Referred User completes the registration process and their account remains active for a minimum of seven (7) days, both the Referring Client and the Referred User shall receive a registration reward of one hundred AI Legal Assistant platform credits (100) AU each. The registration reward credit is credited to the respective AI Legal Assistant accounts within fourteen (14) business days of the Referred User meeting the minimum activity requirements specified in this subclause. Credits are not redeemable for cash and do not represent cash paid to either the Referring Client or the Referred User.
(d) Conversion Rewards: In addition to the registration rewards specified in subclause (c), if a Referred User subsequently becomes a paying client of AI Legal Assistant by purchasing any paid subscription service within ninety (90) days of their initial registration, both the Referring Client and the Referred User shall receive a conversion reward of five hundred AI Legal Assistant platform credits (500) AU each. The conversion reward credit represents additional reward beyond the registration reward, bringing the total potential reward to six hundred AI Legal Assistant platform credits (600) AU per party for successful referrals that result in paid subscriptions. Credits are not redeemable for cash and do not represent cash paid to either the Referring Client or the Referred User.
6A.2 Eligibility and Participation Requirements
(a) Participation in the Share the Love Program is limited to existing clients of AI Legal Assistant who maintain active paid subscriptions to AI Legal Assistant services at the time of making referrals. Only clients in good standing with no outstanding payment obligations or unresolved disputes with AI Legal Assistant are eligible to participate in the Share the Love Program.
(b) Referring Clients must use only the official referral identifiers, links, and promotional materials provided by AI Legal Assistant through the designated Share the Love Program dashboard or interface. Any referrals made through unauthorised links, modified tracking codes, or third-party systems will be deemed invalid and ineligible for rewards under this program.
(c) Each Referred User must be a genuine new user who has not previously held an account with AI Legal Assistant under any name, email address, or identification details. Referred Users must provide accurate registration information and demonstrate genuine intent to use AI Legal Assistant services as evidenced by account activity and engagement with platform features.
(d) To qualify for conversion rewards under subclause 6A.1(d), Referred Users must independently decide to purchase paid subscription services. Any form of coercion, misrepresentation, or artificial inducement by Referring Clients to encourage subscription purchases is strictly prohibited and will result in forfeiture of all rewards and potential termination from the Share the Love Program.
6A.3 Payment Terms and Processing
(a) All Share the Love Program rewards are given in AI Legal Assistant platform credits and are processed through AI Legal Assistant’s standard credit allocation systems. Registration rewards are allocated within fourteen (14) business days of the Referred User meeting the minimum activity requirements specified in subclause 6A.1(c), whilst conversion rewards are allocated within twenty-one (21) business days of the Referred User completing their first paid subscription transaction.
(b) Rewards are only credited to participant accounts as platform credits and they are not redeemable for cash or transferable to third parties. Platform credits cannot be exchanged for other AI Legal Assistant services such as training or consulting. They cannot be ‘cashed out’ at the end of the AI Legal Assistant subscription.
(c) All rewards are calculated exclusive of goods and services tax (GST), value-added tax (VAT), or other applicable taxes. Participants are solely responsible for determining and paying any tax obligations arising from receipt of Share the Love Program rewards in accordance with applicable Australian taxation laws and regulations.
(d) If a Referred User cancels their paid subscription, initiates a chargeback, or obtains a refund within the first sixty (60) days of their subscription, any conversion rewards previously allocated in respect of that referral will be debited from both the Referring Client’s and Referred User’s AI Legal Assistant accounts (Share the Love Reward Clawback). AI Legal Assistant may offset Share the Love Reward Clawbacks against future reward payments or require direct repayment as determined in its sole discretion.
6B. PROGRAM EXCLUSIVITY AND MUTUAL INCOMPATIBILITY
6B.1 Absolute Program Exclusivity
(a) Participation in the Affiliate Program established under this Agreement and the Share the Love Program described in clause 6A are mutually exclusive. No individual or entity may simultaneously participate in both programs or receive benefits from both programs in respect of the same referred customer or transaction.
(b) Any person who is accepted as an Affiliate under this Agreement is automatically and permanently ineligible to participate in the Share the Love Program for the duration of their affiliate relationship with AI Legal Assistant and for a period of twelve (12) months following termination of this Agreement for any reason. This exclusion applies regardless of whether the Affiliate maintains separate client accounts or relationships with AI Legal Assistant.
(c) Existing participants in the Share the Love Program who apply to become Affiliates under this Agreement must formally withdraw from the Share the Love Program and forfeit any accumulated but unpaid rewards before their affiliate application can be processed. Such withdrawal from the Share the Love Program is irrevocable and participants cannot re-enter that program whilst maintaining affiliate status.
(d) AI Legal Assistant maintains comprehensive tracking systems to identify and prevent dual program participation. Any attempt to circumvent program exclusivity through the use of different names, entities, email addresses, or other identifying information will be deemed a material breach of this Agreement and grounds for immediate termination and forfeiture of all benefits under both programs.
6B.2 Detection and Enforcement Mechanisms
(a) AI Legal Assistant employs sophisticated monitoring systems including but not limited to IP address tracking, device fingerprinting, payment method analysis, and cross-referencing of personal identification information to detect attempts at dual program participation or circumvention of exclusivity requirements.
(b) Where AI Legal Assistant reasonably suspects that an individual or entity is attempting to participate in both programs simultaneously or has violated program exclusivity requirements, AI Legal Assistant may immediately suspend all reward allocations and program privileges pending investigation. During such investigation period, the suspected participant bears the burden of providing satisfactory evidence of compliance with program exclusivity requirements.
(c) Upon confirmation of program exclusivity violations, AI Legal Assistant may in its sole discretion implement any or all of the following remedies: immediate termination from both programs; forfeiture of all accumulated rewards and benefits; recovery of previously allocated/paid rewards or commissions through account debiting or legal action; and permanent exclusion from future participation in any AI Legal Assistant referral or incentive programs.
6C. ANTI-GAMING AND FRAUD PREVENTION
6C.1 Prohibited Gaming Activities
(a) Gaming of either the Affiliate Program or Share the Love Program through artificial, deceptive, or manipulative means is strictly prohibited and constitutes a material breach of this Agreement. Prohibited gaming activities include but are not limited to: creating false or misleading referrals; using automated systems or bots to generate artificial traffic or registrations; coordinating circular referral schemes; manipulating tracking systems or referral identifiers; creating multiple accounts or identities to circumvent program limitations; and engaging in any conduct designed to artificially inflate referral numbers or rewards.
(b) Participants must ensure that all referrals represent genuine, independent third parties with legitimate interest in AI Legal Assistant services. Any referral arrangements involving related parties, employees, contractors, family members, or other affiliated individuals must be disclosed to AI Legal Assistant in writing prior to making such referrals and are subject to AI Legal Assistant’s approval.
(c) The use of misleading marketing materials, false promises, or misrepresentation of AI Legal Assistant services or program benefits to generate referrals constitutes gaming and is strictly prohibited. All promotional activities must comply with applicable Australian consumer protection laws and accurately represent AI Legal Assistant services and program terms.
6C.2 Investigation and Detection Procedures
(a) AI Legal Assistant maintains the right to investigate any suspicious referral patterns, unusual account activity, or potential gaming behaviour through analysis of referral data, user behaviour patterns, technical system logs, and other relevant information. Participants must cooperate fully with such investigations and provide requested documentation or information within seven (7) business days of any reasonable request.
(b) Indicators that may trigger gaming investigations include but are not limited to: unusually high referral volumes from single sources; referrals originating from suspicious IP addresses or locations; patterns of rapid registration followed by immediate cancellation; coordinated activity across multiple referral accounts; and technical anomalies in tracking or registration data.
(c) During gaming investigations, AI Legal Assistant may temporarily suspend reward payments and program privileges for affected participants. Such suspension does not constitute an admission of wrongdoing but serves to protect program integrity whilst investigations are conducted. Suspended participants will be notified of investigation status and expected timeframes where practical.
6C.3 Penalties and Remedial Actions
(a) Upon determination that gaming activities have occurred, AI Legal Assistant may impose any combination of the following penalties: immediate forfeiture of all unpaid rewards/commissions and accumulated program benefits; recovery of previously allocated/paid rewards and commissions through account debiting, legal action, or other available remedies; immediate termination from all AI Legal Assistant referral and incentive programs; permanent exclusion from future program participation; and pursuit of additional damages or remedies available at law or equity.
(b) Where gaming activities have resulted in the improper receipt of rewards or commissions, participants are liable to repay all improperly obtained amounts plus interest calculated at the Reserve Bank of Australia cash rate plus 2% per annum from the date of improper receipt. Such amounts constitute debts immediately payable to AI Legal Assistant and may be recovered through legal proceedings if necessary.
(c) Gaming-related debts and penalties cannot be disputed, offset, or satisfied through claims concerning legitimate referrals or other fulfilled program obligations. Each referral and reward is assessed independently, and gaming penalties apply separately from any legitimate program benefits earned through compliant activities.
(d) AI Legal Assistant’s determination of gaming activities is made in its sole discretion based on available evidence and reasonable commercial judgment. Whilst AI Legal Assistant will endeavour to provide reasons for gaming determinations where practical, such determinations are final and not subject to appeal or external review processes.
6D. PROGRAM ADMINISTRATION AND COMPLIANCE
6D.1 Record Keeping and Reporting
(a) AI Legal Assistant maintains comprehensive records of all referral activities, reward calculations, and program participation across both the Affiliate Program and Share the Love Program. Participants may access their program activity data and reward and commission history through designated program dashboards or interfaces provided by AI Legal Assistant.
(b) AI Legal Assistant may provide monthly program reports to active participants in the Affiliate Program and/or Share the Love Program detailing referral performance, reward/commission calculations, and account status. Such reports are provided for informational purposes and do not constitute binding admissions or limitations on AI Legal Assistant’s rights to investigate, adjust, or reverse program determinations based on subsequently discovered information.
(c) Participants must maintain accurate contact information and promptly notify AI Legal Assistant of any changes to personal details, business structure, tax status, or other relevant circumstances that may affect program participation or reward obligations.
6D.2 Modification and Termination Rights
(a) AI Legal Assistant reserves the right to modify, suspend, or terminate either the Affiliate Program or Share the Love Program at any time in its sole discretion. Such modifications may include changes to reward structures, eligibility requirements, program terms, or operational procedures as determined necessary by AI Legal Assistant in its commercial discretion.
(b) Program modifications apply prospectively to future referrals and activities, unless otherwise specified by AI Legal Assistant. Participants who do not accept modified program terms may terminate their participation by providing written notice to AI Legal Assistant.
(c) Notwithstanding the general modification procedures in subclauses (a) and (b), AI Legal Assistant may immediately suspend or terminate programs, or individual participant access, where necessary to address fraud, gaming, legal compliance issues, or other matters requiring urgent attention to protect program integrity or AI Legal Assistant’s business interests.
- Access to Affiliate Account Interface (Dashboard)
You will create a password so that you may enter AI Legal Assistant’s secure affiliate dashboard. From that site you will be able to receive your reports that will describe our calculation of the commissions due to you.
Promotion Restrictions
8.1. You are free to promote your own web sites, but naturally any promotion that mentions legalassistant.au 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 legalassistant.au. 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 legalassistant.au 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 legalassistant.au 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 legalassistant.au. If it comes to our attention that you are spamming, we will consider that cause for immediate termination of this Agreement and your participation in the legalassistant.au 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 may not under any circumstances use our domain name legalassistant.au for use in any paid search or display advertising campaign on Google, Bing, Yahoo, Facebook, Tiktok or any other paid platform. If you wish to run paid advertising you must use your own domain name. Further to this Affiliates that among other keywords or exclusively bid in their Pay-Per-Click campaigns on keywords such as legalassistant.au, AILegalAssistant, www. legalassistant.au, www.legalassistant.au, 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 AI Legal Assistant’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 AI Legal Assistant’s service).
8.4. Affiliates 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 AI Legal Assistant’s site (i.e., no page from our site or any legalassistant.au’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 legalassistant.au’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.
8.5. Affiliates shall not use any defamatory language in headings or page/video content, such as; Scam, rip off, fraud, sham, or any other wording that could imply wrong doing by AI Legal Assistant, in an effort to get customers attention.
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 of this Agreement (ii) utilise AI Legal Assistant approved marketing materials that we provide to you and (iii) solely in connection with such links or marketing materials, 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 legalassistant.au’s Affiliate Program and only in the manner approved by us. You agree that all uses of the Licensed Materials will be on behalf of legalassistant.au and the good will associated therewith will inure to the sole benefit of legalassistant.au.
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 this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.
Disclaimer
legalassistant.au MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING legalassistant.au SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF legalassistant.au 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.
Representations and Warranties
You represent and warrant that:
11.1. This Agreement has 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 of this Agreement and to perform your obligations under this Agreement, 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 in this Agreement.
Limitations of Liability
WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT 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 THIS AGREEMENT, IN NO EVENT SHALL legalassistant.au’S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU UNDER THIS AGREEMENT.
Indemnification
You hereby agree to indemnify and hold harmless legalassistant.au, 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.
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 this Agreement which is marked “Confidential,” disclosed by one party to the other, whether before or after the commencement of this Agreement, that is by its nature confidential, is designated orally or in writing as confidential, or which the receiving party knows or ought reasonably to know is 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.
Miscellaneous
15.1. You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and legalassistant.au. 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 Sites or otherwise, that reasonably would contradict anything in this Section.
15.2. Neither party may assign its rights or obligations under this Agreement to any party, except to a party who obtains all or substantially all of the business or assets of a third party.
15.3. This Agreement shall be governed by and interpreted in accordance with the laws of the NSW Australia without regard to the conflicts of laws and principles thereof.
15.4. You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.
15.5. This Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the parties, oral or written.
15.6. The headings and titles contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement.
15.7. If any provision of this Agreement is 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 this agreement shall have full force and effect.
Electronic Signatures Effective
16.1. The Agreement is an electronic contract that sets out the legally binding terms of your participation in the AI Legal Assistant affiliate program. You indicate your acceptance of this Agreement and all of the terms and conditions contained or referenced in this Agreement by completing the AI Legal Assistant application process. This action creates an electronic signature that has the same legal force and effect as a handwritten signature.
