Join The Affiliate Program

Affiliates earn 30% commission on all sales, including recurring payments - for life!

Affiliate Commissions

30% commissions paid monthly (30 days after collections) directly to your affiliate account.

  • FRONTEND

    Personality Magnet Show Prep Service

    Commissions paid for either monthly ($24/month) and annual ($249/year) memberships.

    Price

    $249/year

    Affiliate Commission

    30%

Contact Us For More Information

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  • Email Support

    tracy@tjohnsonmediagroup.com

  • Phone Support

    (+1) (858) 472-3546

Tracy Johnson

President/CEO

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Affiliate Terms & Conditions

This Affiliate Agreement (the "Agreement") is made and entered into by and between TJohnson Media, Inc. ("Company"), representing and owner of the product Personality Magnet, and the party submitting an application to become a Company affiliate, or having an accepted application ("Affiliate" or “you”).

 

The terms and conditions contained in this Agreement apply to your participation as an Affiliate in any affiliate program ("Affiliate Program") for which Affiliate is approved by Company.

 

Each Affiliate Program offer (an "Offer") may be for any Affiliate Program offering by or through TJohnson Media, Inc., including but not limited to offerings described on a specific web site for a particular Offer ("Program Web Site"). Each Offer may have additional terms and conditions on the Program Web Site for that Affiliate Program. All such terms and conditions are incorporated as part of this Agreement, except to the extent they are the subject of a separate agreement required for participation as an Affiliate for that Program.

 

By submitting an application or participating as an Affiliate of Company, you expressly consent to all the terms and conditions of this Agreement, and to the terms and conditions of any Affiliate Program in which you participate.

 

1. Application for the TJohnson Media, Inc. Affiliate Program

 

You must submit an Affiliate Program application (“Application”) in order to be considered for selection as a TJohnson Media, Inc. Affiliate. Only completed applications providing ALL requested information will be considered.

 

You must accurately complete the Application. You agree and understand that you must provide us with your true identity, physical address, phone number, and other contact information, as well as business and banking information as requested. You may not use any alias, pseudonym, persona, pen name, DBA, or other means to mask your identity or business details.

 

You understand that you must update your Application in the future if the information you have provided changes or is updated. Any false or incorrect information, or a failure to update the Application, is cause for rejection of your Application, or if later discovered, immediate termination of your Affiliate status without compensation.

 

After we review your Application, we will notify you in due course of your acceptance or rejection as an Affiliate. We may accept or reject your

Application at our sole discretion for any reason.

 

By submitting an application to be considered as an Affiliate, you affirm and acknowledge that you have read this Agreement in its entirety, understand it, and agree to be bound by all of its terms and conditions. If you do not wish to be bound by this Agreement, you should not submit an application to be considered as an Affiliate.

 

2. Acceptance as an Affiliate

 

Upon acceptance, Affiliate will be notified by email. The email may contain one or more Affiliate credentials (including an affiliate username, affiliate ID number, login password, affiliate URL, or the like). The acceptance email and Affiliate credentials may not be shared with any person outside Affiliate’s organization.

 

Acceptance as a TJohnson Media, Inc Affiliate does not assure your eligibility for every Affiliate Program or Offer. You understand that TJohnson Media, Inc reserves the right at any time to limit some Affiliate Programs or Offers to certain affiliates at its sole discretion (based e.g. on need, prior results or performance, experience, market size, compatibility of the Program with the Affiliate, or other criteria of TJohnson Media, Inc’s choosing).

 

3.Compensation


TJohnson Media, Inc  will pay Affiliate for each Customer Acquired or Qualified Action (the "Commission") as defined on the affiliate portal at time of sign-up and as defined in the offer for each individual product. 

 

Earned commissions (“Commissions Due”) shall be paid to Affiliate monthly for commissions earned before the end of the prior month, provided:

 

a) Affiliate has earned at least $100 (one hundred US dollars) in Commissions Due for the current period;

b) TJohnson Media, Inchas received any funds due and owing from the relevant Customer(s) for the current period; and,
c) The refund period on the sales for which Commission apply has passed (currently 30 days).

 

Affiliate agrees that TJohnson Media, Inc shall only be liable for payment of commissions to the extent that TJohnson Media, Inc  has received all funds due and owing from the relevant Customer(s) after the refund period has passed. You hereby release TJohnson Media, Inc  from, and agree to hold TJohnson Media, Inc harmless for any claim for Commissions otherwise due Affiliate to the extent TJohnson Media, Inc has not received all such funds from the relevant Customer(s).

 

For purposes herein “Customer Acquired” means a sale of a product or service in accordance with this Agreement, and the specific terms and conditions of any TJohnson Media, Inc Affiliate Program or Offer.

 

For purposes herein “Customer” means the recipient of a sale of a product or service in accordance with this Agreement, and the specific terms and conditions of any TJohnson Media, Inc Affiliate Program or Offer.

 

For purposes herein "Qualified Action" means an action taken by individual, natural person (“human”) who fulfills the criteria set forth in a TJohnson Media, Inc  Affiliate Program or Offer where such actions are the result of sales or marketing or advertising activity of the Affiliate in accordance with this Agreement, and the specific terms and conditions of the Program or Offer.

 

For the sake of clarity and in addition to any specific terms or conditions set forth in a specific Program or Offer, a Qualified Action occurs when the person (i) accesses a Program Web Site or other URL via a Link, where the Link is the ‘last link’ used by that individual to access the Program Web Site or URL; and (ii) completes all of the information required for such action within the time period set forth in the Program or Offer.

 

A Qualified Action herein does not include any action (i) using the affiliates own link to purchase the product for their personal use; (ii) utilizing a computer generated user, such as a robot, spider, computer script or other automated means; (iii) involving any artificial or fraudulent method to appear like an individual, natural person; (iv) using pre-populated fields; (v) that is not a bona fide expression of interest by an individual natural person or is solely intended to generate a commission (vi) is later determined by TJohnson Media, Inc to be fraudulent, incomplete, unqualified or a duplicate; or (vii) is obtained in violation of law, in violation of this Agreement, or in violation of any terms of conditions of the relevant Program or Offer. TJohnson Media, Inc reserves the right to change attribution of a Commission at the request of a Customer. Such change shall be done within 30 days of the sale.

 

4. Chargebacks, Offsets, Holdbacks, and Accounting


a) Right to Chargebacks

 

Affiliate understands and agrees TJohnson Media, Inc has the right to charge back Affiliate’s account or otherwise adjust for any previously paid Commissions Due based on Customers and/or Qualified Actions that are later determined to have not met the requirements for Customers or Qualified Actions as set forth herein, or which were obtained contrary to the terms and conditions hereof (“Chargebacks”), or whose attribution was changed at a Customer's request.

 

b) Right to Offset

 

If Affiliate has any outstanding balance due to TJohnson Media, Inc under this Agreement or any other agreement between Affiliate and TJohnson Media, Inc, Affiliate expressly agrees that TJohnson Media, Inc shall have the right offset any Commissions Due payable to Affiliate by the amount owed TJohnson Media, Inc by Affiliate (“Offsets”) (whether or not related to Affiliate Program) at any time under this Agreement. TJohnson Media, Inc agrees to provide an accounting of any Offsets made based on this Section, including the source and amounts of such Offsets, in a statement provided to Affiliate hereunder.

 

c) Right to Hold Back

 

Affiliate understands and agrees that any earned commissions prospectively due Affiliates having less than $100 (one hundred US dollars) in earned commissions will held back (“Holdbacks”) until such time as the Commissions Due total at least $100. Affiliate also understands and agrees that TJohnson Media, Inc may hold a percentage of Commissions for a period of 90 days after sale to ensure ability to Offset (currently 10%).

 

d) Accounting and Disputes

 

TJohnson Media, Inc shall provide a periodic invoice (monthly, unless otherwise specifically stated) on behalf of Affiliate for all commissions earned under this Agreement and shall remit any Commissions Due to Affiliate in accordance with the provisions hereof, subject to any Chargebacks, Offsets, and/or Holdbacks. Determinations of Affiliate’s earned commissions, based on Customers or Qualified Actions shall be made by TJohnson Media, Inc in its sole discretion, based on available data including cookies, tracking data, affiliate links, or the like. If Affiliate agrees with the amounts set forth in an invoice or does not timely dispute the invoice, then Affiliate agrees that it irrevocably waives any claims for the period of time covered by that invoice.

 

In the event that Affiliate intends in good faith to dispute any portion of an invoice, Affiliate must submit that dispute to TJohnson Media, Inc in writing within thirty (30) days of the date on the invoice (“Dispute”). Each Dispute shall set forth its own accounting, and the basis for Affiliate’s accounting or for other disagreement with regard to the invoice, in sufficient detail for TJohnson Media, Inc to conduct a review. Affiliate shall include with each Dispute submitted any supporting evidence including Affiliate’s own tracking data with respect to Customers or Qualified Actions. If TJohnson Media, Inc’s and Affiliate's accounting vary by more than 10% and TJohnson Media, Inc reasonably determines that Affiliate has used generally accepted industry methods to track Customers or Qualified Actions, then TJohnson Media, Inc and Affiliate agree to make a good faith effort to arrive at a reconciliation. If the parties are unable to arrive at a reconciliation, then TJohnson Media, Inc's numbers shall govern.

 

5. Confidentiality


Affiliate agrees that all information, data, and strategies in connection with the  Affiliate Program and any Offers in connection therewith are confidential, unless otherwise expressly provided in this Agreement or agreed in a writing signed by TJohnson Media, Inc. For purposes herein “Confidential Information” includes, but is not limited to all TJohnson Media, Inc business information, financial information, customer lists, vendor lists, pricing and sales information, customer or affiliate reviews, complaints, service or support issues, complaints, or as well as all information concerning TJohnson Media, Inc or any of our affiliates provided by or on behalf of any of them. “Confidential Information” does not include information that is generally known or available to the public in its entirety, or obtained through a third party who has independently discovered or developed such information and is under no duty not to disclose it.

 

Affiliate agrees to hold all Confidential Information strictly confidential and/or secret, and to use its best efforts not to directly or indirectly disclose or reveal the Confidential Information to any third party. In no case shall Affiliate’s efforts fall below industry accepted standards for confidentiality, or be less than a reasonable businessperson would use to protect Confidential Information of similar value and importance.

Affiliate agrees not to use the Confidential Information, directly or indirectly, for any purpose other than for participation in the Affiliate Program. Affiliate shall not, directly or indirectly, for the benefit of any person, use any information obtained in connection with the TJohnson Media, Inc Affiliate Program, including but not limited to Confidential Information, to create, develop, improve, or provide, any product or service that competes with the Affiliate Program.

 

6. Representations and Warranties


TJohnson Media, Inc represents and warrants:

 

that TJohnson Media, Inc shall not knowingly and intentionally violate any law, regulation, or rule applicable to TJohnson Media, Inc's business operations or TJohnson Media, Inc's proprietary products or services;

 

that the products and/or services offered in connection with the Affiliate Program and any Offers are legal products and services in TJohnson Media, Inc jurisdiction; and

 

that this Agreement is being entered with full intention to be bound by the mutual promises, terms, and conditions set forth herein.

Affiliate represents and warrants:

 

that Affiliate has read this Agreement and understands its covenants, obligations, duties, responsibilities, and rights hereunder and will comply therewith;

 

that this Agreement constitutes Affiliate’s valid and binding agreement, and Affiliate fully intends to be bound by its terms; and that the person signing this Agreement has full legal capacity and authority to enter into this Agreement on behalf of Affiliate and to bind any business entity to its terms;

 

that Affiliate’s Application has been truthfully completed and that all information provided therein is true to the best of Affiliate’s knowledge after a reasonable inquiry into the facts where needed;

 

that Affiliate understands and will comply with the CAN-SPAM Act in connection with any email marketing;

 

that Affiliate will comply with all applicable FTC rules and guidelines for its marketing or advertising efforts in connection with the Affiliate Program; that Affiliate will not use the TJohnson Media, Inc name or any of the trademarks or service marks (whether registered or unregistered) of TJohnson Media, Inc in any manner that is not expressly authorized hereunder, or which will disparage or portray the name or marks in a negative or false light, or imply ownership, or endorsement of Affiliate; and

 

that Affiliate will not engage in any conduct that violates the terms of this Agreement, or that constitutes or attempts to fraudulently or deceptively increase the earning of Affiliate under any Program or Offer.

 

7. Affiliate Tools: Creatives


For each Affiliate Program, TJohnson Media, Inc will provide Affiliate with tools to assist Affiliate with success. Such tools may include graphic and textual links to a Program Web Site, copy, sample ads, model emails, and/or other creative materials (collectively, the "Creatives") which you may display on web sites owned or controlled by you, in emails and other messages sent by you and clearly identified as coming from you, and in online advertisements (collectively, "Media"). The Creatives are solely for use by Affiliates in connection with an Affiliate Program and will establish a link from your Media to the Program Web Site. Affiliate may be required to modify the Creatives to include the Affiliate’s specific information such as affiliate id or tracking information.

 

Affiliate shall be solely responsible for any errors or omissions in modifying or customizing the Creatives to incorporate Affiliate-specific information. Affiliate also accepts sole responsibility for the development, operation, maintenance of, and distribution of all content on or linked to, Affiliate’s Media.

 

Use of the Creatives is subject to the Limited License provided herein.

 

8. Limited License & Intellectual Property


Subject to your acceptance as an Affiliate following review of your Application, TJohnson Media, Inc hereby grants you a nonexclusive and nontransferable right to use the Creatives and to access Program Web Site through the Creatives solely in accordance with the terms of this Agreement. Such rights do not include any right to sublicense and are fully revocable without notice at the discretion of TJohnson Media, Inc.

 

The foregoing license is for the sole purpose of participant in the Affiliate Program and assisting in increasing Affiliate sales through the connection between the Media and the Program Web Site.

 

You may not alter, modify, manipulate or create derivative works of the Creatives or any TJohnson Media, Inc graphics, creative, copy or other materials owned by, or licensed to, TJohnson Media, Inc in any way without express written permission. Use of the Creatives under this license is strictly limited to Affiliates in good standing with the Affiliate Program.

 

Nothing in this Agreement grants you any rights other than those expressly provided in this section to any of TJohnson Media, Inc's intellectual property including but not limited to trademarks, service marks, copyrights, patents or trade secrets.

 

Terms and Conditions for Use of Creatives


In using the Creatives, Affiliate shall ensure that all materials posted on your Media or otherwise used in connection with the Affiliate Program:

 

(i) are not illegal nor used in connection with any illegal material;

 

(ii) do not contain or link to any material which a reasonably prudent business person would consider harmful, threatening, defamatory, obscene, sexually explicit, harassing, or promoting violence:

 

(iii) do not contain or link to material that promotes discrimination (whether based religion, race, ethnicity, nationality, disability, age, gender, or sexual orientation);

 

(iv) do not promote illegal activities (such as gambling, or illegal drugs);

 

(v) do not contains materials that TJohnson Media, Inc has deemed objectionable, which are prohibited under the terms of any Affiliate Program or Offer, or which TJohnson Media, Inc informs you that it considers objectionable (collectively, "Objectionable Content") and

(vi) do not infringe the intellectual property or related rights of any third party including moral rights, and rights of attribution.

 

10. Terms and Conditions for Affiliate

 

Advertising and Marketing; Miscellaneous Advertising Provisions Affiliate shall not make any representations or other statements concerning TJohnson Media, Inc any TJohnson Media, Inc product or service, except as expressly authorized herein, or under a Program or Offer.

 

Affiliate acknowledges that TJohnson Media, Inc retains all rights in any Program Web Site or related material, including domain names. Affiliate’s Media may not copy or substantially or confusingly resemble the look and feel of the Program Web Site or create the impression that your Media is endorsed to any extent by TJohnson Media, Inc or constitutes an official part or extension of the Program Web Site, without prior written permission from TJohnson Media, Inc.

 

Affiliate must comply with all (i) obligations, requirements, and restrictions under this Agreement and (ii) applicable laws, regulations, and rules controlling your business, your Media or your use of the Creatives, and (iii) the terms, conditions, guidelines and policies of any third party services used by Affiliate in connection with the Affiliate Program, including but not limited to, email providers, video services, social networking services and advertising networks.

 

Pop-ups/unders used for the Affiliate Program shall be clearly identified as Affiliate served in the title bar of the window.

 

11. Term and Termination


This Agreement shall commence on the date TJohnson Media, Inc notifies you of its approval of your Affiliate Program application and shall continue thereafter until terminated as provided herein.

 

Your termination is effective upon notifying TJohnson Media, Inc in writing. You should remove all Creatives from your Media, and delete all copies of the Creatives. Your license to use the Creatives and other rights terminates upon termination of this agreement.

 

GTJohnson Media, Inc may terminate this Agreement in full (“Termination”), or in part (i.e. solely with respect to your participation as an Affiliate in one or more Programs or Offers) (“Termination-in-Part”) at any time and for any reason which we deem appropriate with or without prior notice to you by disabling any Affiliate-specific aspects of the Creatives,

 

Affiliate-specific tracking devices, links, cookies, pixels, or the like, blocking your Affiliate access to a Program Web Site or Creatives for such Program, or by providing you with written notice. For the sake of clarity, TJohnson Media, Inc’s Termination of this Agreement ends your Affiliate status for all Programs and Offers.

 

Termination-in-Part and/or refusal to include you as an affiliate for any specific Programs or Offers does not automatically terminate this Agreement with respect to other Programs or Offers. Termination-in-Part of your status as an Affiliate for one or more Programs or Offers will only impact your rights with respect to the Program(s) and/or Offer(s) you are not eligible to be an Affiliate for.

 

Upon Termination of your Affiliate status for any reason, you will immediately cease all use of Creatives, and all TJohnson Media, Inc intellectual property, and will delete all copies of any Creatives and any materials which embody Confidential Information without retaining a copy. You must cease representing yourself as a TJohnson Media, Inc Affiliate for such one or more Offers. Upon Termination-in-Part, the foregoing provisions apply only with respect to the Programs or Offers for which your Affiliate status has been terminated.

 

Affiliate’s rights to validly accrued payments, causes of action and any provisions, which by their terms are intended to survive termination, shall survive Termination or Termination-in-Part.

 

12. Fraud, Fraudulent, Misleading, or Confusing Practices


Affiliates are expressly prohibited from using any persons, means, devices or arrangements to commit actual fraud, violate any applicable law, interfere with other affiliates or falsify information in connection with referrals through the Creatives or the generation of earned commissions, or overstep or exceed your rights in any way as an Affiliate.

 

Also prohibited are fraudulent practices, misleading tactics, or tactics intended to or causing confusion. The forgoing prohibitions include, but are not limited to, using automation to distort results or appearances including clicks (e.g., automated means to increase the number of clicks, or completion of any required information) with or without the use of the Creatives, using spyware, malware, using steal-ware, cookie-stuffing, and other deceptive acts, and any form of click-fraud.TJohnson Media, Inc shall make all determinations about fraud, fraudulent activity, and misleading or confusing practices and tactics in its sole discretion and such decision shall be final.

 

13. Indemnification


Affiliate hereby agrees to indemnify, defend and hold harmless TJohnson Media, Inc and its subsidiaries, affiliates, partners and licensors, directors, officers, employees, owners and agents against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and costs) arising from, based on, or in connection with (i) breach of this Agreement by Affiliate, including breach of any representation, warranty, covenant, restriction or obligation made by Affiliate herein; (ii) any misuse by Affiliate, or by a party under the reasonable control of Affiliate or obtaining access through Affiliate, of the Creatives, Programs, Offers, or TJohnson Media, Inc’s intellectual property; (iii) any claim related to Affiliate’s Media, including but not limited to, the content contained on such Media (except for the Creatives); and (iv) any misuse or breach of the covenants of Section 5 herein, resulting directly or indirectly through an act or omission by Affiliate with respect to the Confidential Information.

 

TJohnson Media, Inc hereby agrees to indemnify, defend and hold harmless Affiliate and its subsidiaries, affiliates, partners, and their respective directors, officers, employees, owners and agents against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and costs) based solely on a claim that TJohnson Media, Inc is not authorized to provide you with the Creatives, or that your use of the Creatives violates a third party’s rights.

 

14.. Modifications


Any modification to this Agreement is required to be in a writing signed by the parties except as expressly provided herein.

 

TJohnson Media, Inc shall have the right to modify the terms and conditions of this Agreement at any time by providing Affiliate with notification of the proposed changes by email at Affiliate’s email address, provided such changes do not alter TJohnson Media, Inc’s obligation to Affiliate with respect to any past financial obligation including but not limited to calculation of or payment of Commissions Due. Any such changes will become effective ten (10) business days after such notice.

 

If the proposed modifications are unacceptable to you, you may terminate this Agreement without penalty within the ten (10) business day period after a change notice has been sent. Continued participation in the Affiliate Program thereafter will constitute your acceptance of such change.

 

TJohnson Media, Inc may change, suspend or discontinue any aspect of an Offer or Link or remove, alter, or modify any tags, text, graphic or banner ad in connection with a Link. Affiliate agrees to promptly implement any request to remove, alter or modify any Link, graphic or banner ad that is being used by Affiliate as part of the Affiliate Program.

 

15. Disclaimers


THE AFFILIATE PROGRAM AND CREATIVES, AND THE PRODUCTS AND SERVICES PROVIDED IN CONNECTION THEREWITH, ARE PROVIDED TO AFFILIATE "AS IS".

 

EXCEPT AS EXPRESSLY SET FORTH HEREIN, TJohnson Media, Inc EXPRESSLY DISCLAIMS, TO THE MAXIMUM EXTENT ALLOWED BY LAW, ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE.

 

TJohnson Media, Inc DOES NOT WARRANT THAT THE AFFILIATE PROGRAM OR CREATIVES WILL MEET AFFILIATE'S SPECIFIC REQUIREMENTS OR THAT THE OPERATION OF THE AFFILIATE PROGRAM OR CREATIVES WILL BE COMPLETELY ERROR-FREE OR UNINTERRUPTED.

 

TJohnson Media, IncL EXPRESSLY DISCLAIMS ANY LIABILITY FOR ANY ACT OR OMISSION OF ANY THIRD PARTY PROVIDER NOT UNDER THE CONTROL OF TJohnson Media, Inc, AND THEIR PRODUCTS OR SERVICES.

 

AFFILIATE UNDERSTANDS AND AGREES THAT TJohnson Media, Inc DOES NOT GUARANTEE THAT AFFILIATE WILL EARN ANY SPECIFIC AMOUNT OF COMMISSIONS AND ATTESTS THAT NO REPRESENTATIONS OR CLAIMS WITH RESPECT TO EARNING HAVE BEEN MADE.

 

16. Limitation of Liability; Force Majeure


IN NO EVENT WILL TJohnson Media, Inc BE LIABLE UNDER ANY THEORY OF LAW FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS OR LOSS OF BUSINESS OPPORTUNITY, EVEN IF SUCH DAMAGES ARE FORESEEABLE, AND WHETHER OR NOT TJohnson Media, Inc HAS BEEN ADVISED OF THE POSSIBILITY THEREOF.

 

IN NO EVENT SHALL TJohnson Media, IncL BE LIABLE FOR ANY FORCE MAJEUR INCLUDING BUT NOT LIMITED TO ANY UNEXPECTED DELAYS OR UNAVAILABILITY OR INOPERABILITY OF THE CREATIVES INCLUDING AFFILIATE SPECIFIC LINKS OR OTHER TRACKING MEANS, PROGRAM WEB SITES, TECHNICAL MALFUNCTION, COMPUTER ERROR, CORRUPTION OR LOSS OF INFORMATION, OR OTHER INJURY, OR DAMAGE OF ANY KIND WHETHER DUE TO WEATHER, POWER OUTAGES, LABOR DISPUTES, INTERNET SERVICE DISRUPTIONS OF ANY TYPE, EQUIPMENT FAILURE, BUSINESS FAILURE OR BANKRUPTCY OR THE LIKE OF A SERVICE PROVIDER OR VENDOR, CIVIL UNREST, TERRORISM OR ACTS OF WAR, ACTS OF GOD, OR OTHER DISRUPTIONS OF ANY KIND BEYOND THE REASONABLE CONTROL OF TJohnson Media, Inc OR WHICH RENDERS TJohnson Media, Inc PROVISION OF SERVICES OR COMPLETION OF ANY OTHER OBLIGATION HEREUNDER COMMERCIALLY IMPRACTICAL.

 

IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT TJohnson Media, Inc's CUMULATIVE LIABILITY TO AFFILIATE, FROM ALL CAUSES OF ACTION UNDER ANY THEORIES OF LIABILITY, IS LIMITED TO AND WILL NOT EXCEED THE AMOUNTS PAID TO AFFILIATE BYTJohnson Media, Inc IN COMMISSIONS DURING THE SIX (6) MONTHS IMMEDIATELY PRIOR TO SUCH CLAIM.

 

17. Independent Investigation


You acknowledge that you have read this Agreement and agree to all its terms and conditions. You have independently evaluated the desirability of participating as an Affiliate with TJohnson Media, Inc and for each Program or Offer. You affirmatively state that you have not and are not relying on any representation, guarantee or statement other than as set forth in this Agreement or on the Affiliate Program.

 

18. Governing Law & Miscellaneous
This Agreement contains the entire agreement between TJohnson Media, Inc and Affiliate with respect to the subject matter hereof, and supersedes all prior and/or contemporaneous agreements or understandings, written or oral.

 

Affiliate shall be responsible for the payment of all attorneys’ fees and expenses incurred by TJohnson Media, Inc to enforce the terms of this Agreement.

 

Affiliate may not assign all or any part of this Agreement without TJohnson Media, Inc's prior written consent. TJohnson Media, Inc may assign it rights and/or obligation under this Agreement at any time without notice to Affiliate. This Agreement will be binding on and will inure to the benefit of the legal representatives, successors and valid assigns of the parties hereto.

 

The provisions of Sections 1, 5, 8, 11, 15, 17, and 18, and any accrued payment obligations under Section 3, and subject to the provisions of Sections 4 shall survive the termination of this Agreement.

 

Except as set forth in the "Modifications" section above, this Agreement may not be modified without the prior written consent of both parties.

If any provision of this Agreement is held to be void, invalid, or inoperative, the remaining provisions of this Agreement shall continue in effect and the invalid portion of any provision shall be deemed modified to the least degree necessary to remedy such invalidity while retaining the original intent of the parties.

 

Each party to this Agreement is an independent contractor in relation to the other party with respect to all matters arising under this Agreement. Nothing herein shall be deemed to establish a partnership, joint venture, association or employment relationship between the parties.

 

No waiver of any default or breach shall be deemed a continuing waiver or a waiver of any other breach or default. No course of dealing nor any delay in exercising any rights hereunder shall operate as a waiver of any such rights.

 

This Agreement shall be governed by the laws of California without consideration of any conflict of laws provisions. Affiliate hereby consents to personal jurisdiction in court of the State of California, in the County of San Diego, which shall be the sole jurisdiction for resolving any disputes hereunder notwithstanding any claims regarding lack of personal jurisdiction or inconvenience of the forum, which are hereby waived.

 

Except to the extent prohibited by law, you agree that all disputes between You and TJohnson Media, Inc regarding this EULA shall be resolved solely by confidential binding arbitration conducted in accordance with the American Arbitration Association’s (or comparable independent arbitration organization) commercial arbitration rules.

 

All arbitration shall be held in San Diego, California, USA, unless otherwise agreed in a signed writing. Each party shall bear one half of the arbitration fees and costs incurred, and each party is responsible for its own lawyer fees, unless the arbitrator(s) agree that the case was without reasonable basis in law or fact, in which case costs and attorney’s fees may be awarded to the prevailing party.

 

All your claims must be arbitrated on an individual complainant basis, and cannot be consolidated in any arbitration with any claim or complaint of any other party or parties (including other affiliates), except as agreed upon in a writing signed by TJohnson Media, Inc.

 

Notwithstanding the foregoing paragraph, disputes over the indemnification clause of Section 15, and any violations of paragraph 5 hereof may be adjudicated in a court in San Diego County, California.


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