Partner Agreement

By registering in the form below, you (Partner) agree to be bound by all terms and conditions of this partner agreement, and all policies and guidelines of the site are incorporated by reference.

TD The Market Publishers LTD. ("Company") reserves the right to change any of the terms and conditions contained in this Partner Agreement or any policies or guidelines governing this Web site (Site), at any time and in its sole discretion. Any changes will be effective upon posting of the revisions on the Site. All notice of changes to this Partner Agreement will be posted on the Site thirty (30) days prior to their inuring. Partner is responsible for reviewing the notice and any applicable changes. Changes to referenced policies and guidelines may be posted without notice to you. Partner’s accomplishment of these terms and conditions after expiration of 30 days since posting of changes and modifications on the Site will constitute his acceptance of such changes or modifications. If Partner does not agree to any changes to this partner agreement, he should stop fulfillment of all the terms and conditions of this Partner agreement and notify the Company in written form.

Applying to this agreement the following terms are used in the meaning as indicated below:

Company – TD The Market Publishers LTD., legal address: 87-89 Griva Digeni Nikolaou & Zavos Centre, office 305, Limassol, Cyprus
Customer – Visitor, that purchased goods or services.
Partner – a company or individual, that filled in the Registration Form.
Partner Agreement – this agreement.
Registration Form – the form filled in by the Partner, available at http://marketpublishers.com/partners/register.html
Visitor – company or individual, that visited Web Site through Partner’s hyperlink.
Web Site (Site) – http://marketpublishers.com

1. Partner’s Role. Company provides Partner with the right to place information on products, services, sold by Company to third parties (Customers). Partner disposes (places) information about products, services sold by Company, on his own, or any other web sites, indicated in the Registration Form. Along with disposing (placing) of information on the websites, indicated in the Registration Form, Partner is obliged to dispose (place) a hyperlink to the Site, or to the exact product, service. Without limitation, Partner may not list any item or link or post any related material that (a) infringes any third-party intellectual property rights (including copyright, trademark, patent, and trade secrets) or other proprietary rights (including rights of publicity or privacy); (b) constitutes libel or slander or is otherwise defamatory; or (c) is counterfeited, illegal, stolen, or fraudulent. Partner warrants that he will not distribute any information relating to goods and services by sending e-mails to addressees who did not expressly indicate their wish to receive such information or messages (Spam).

2. Company’s Role. After Partner’s registration by completing registration form, Company submits Partner with the list of goods, services, and information, relating to them. Company has the right to amend the list of goods and services to be promoted by Partner. In order to make amendments to the list the Company sends Partner a new version of the list to Partner, or e-mail indicating goods and services to be included into or excluded from the list. The Company registers every Visitor, entered the Site from the Partner’s web site, indicated in the Registration Form through hyperlink. In case the Visitor purchasers goods, services, on the Site, Company obliges to pay Partner remuneration in the order and amount, stipulated by Section 3 of the Partner Agreement. Company sends Partner monthly reports, contained information specified in section 4 of the Partner Agreement.

3. Partner’s Remuneration. Partner has the right to receive remuneration in the amount of 5 % of the purchase price received by Company from Customer (Purchaser) for goods and services sold by it. Partner receives remuneration on banking account during 10 business days since receiving monthly report, delivered in the order stipulated in section 4. The transfer is executed via Webmoney, Wire Transfer, or other paying system, as the parties agree in written to use.

4. Company’s Reports. Company submits Partner monthly report, which contains following information: number of Visitors entered Site from Partner’s sites by hyper reference, number and amount of purchases made by Customers, amount of payments made by Customers. Monthly report contains information referred to the previous month and is directed to Partner’s e-mail indicated in the Registration Form. This Report is directed to Partner during 5 business days since the last day of the previous month.

5. Indemnity and Defense. Partner will defend, indemnify and hold harmless Company and its affiliates (and their respective employees, directors, agents and representatives) from and against any and all claims, costs, losses, damages, judgments, penalties, interest and expenses (including reasonable attorneys' fees) arising out of any Claim that arises out of or relates to: (i) any actual or alleged breach of Partner’s representations, warranties, or obligations set forth in this Partner Agreement. For purposes hereof: "Claim" means any claim, action, audit, investigation, inquiry or other proceeding instituted by a person or entity.

6. Force Majeure. Company is not liable for any delay in payments or other breach of the Agreement if due to a force majeure event, which includes, among other things, inability or refusal by third party to provide Company with fulfilment of their obligations, necessary for Company’s performance, government embargoes, blockades, seizure or freeze of assets, delays or refusals to grant an export license or the suspension or revocation thereof, or any other acts of any government that would limit the ability for contract performance, fire, earthquake, flood, severe weather conditions, epidemics, pandemics, or any other acts of God, quarantines, labour strikes or lockouts, riots, strife, insurrection, civil disobedience, armed conflict, terrorism or war (or imminent threat of same), or any other cause whatsoever beyond Company’s reasonable control.

7. Confidentiality. The Parties agree not to disclose to third parties or use in any way, other than that stipulated by this Agreement, the information on their commercial activities (classified information or commercial secrets hereinafter referred to as “confidential information”), without first reaching the mutual consent on the above. This confidentiality provision is effective under the following conditions:
- The Party is specially notified that the transmitted information is deemed as “confidential information”;
- Such information features genuine and potential commercial value due to its unavailability to third parties;
- No free lawful access to such information is available;
- The proprietor of this information takes relevant measures to secure its confidentiality.
The duration of securing the confidentiality of the information is limited to not less than 2 (two) years from the date of this Agreement termination.

8. Termination. Company, in its sole discretion, may terminate this Partner Agreement, by e-mail notification directed to the Partner 30 days before the termination.

9. Taxes. The amount of any and all applicable taxes will be paid by Partner from the amount of received remuneration.

10. General Provisions
a. Entire Agreement. This Partner Agreement, including any terms and conditions incorporated herein by reference, constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede and cancel all prior and contemporaneous agreements, claims, representations, and understandings of the parties in connection with the subject matter hereof.
b. No Agency; Third-Party Beneficiary. Company is not the agent, fiduciary, trustee, or other representative of Partner and vise versa. Nothing expressed or mentioned in or implied from this Partner Agreement is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to this Partner Agreement. This Partner Agreement and all of the representations, warranties, covenants, conditions, and provisions hereof are intended to be and are for the sole and exclusive benefit of Company and Partner.
c. Severability. If any provision of this Partner Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.
d. No Waiver. Company will not be considered to have waived any of our rights or remedies described in this Partner Agreement unless the waiver is in writing and signed by us. No delay or omission by us in exercising our rights or remedies will impair or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. Company’s failure to enforce the strict performance of any provision of this Partner Agreement will not constitute a waiver of Company’s right to subsequently enforce such provision or any other provisions of this Partner Agreement.