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MyPrintPartner | Terms of Use

 

This Agreement contains the complete terms and conditions that apply to an individual or entity's participation in the MyPrintPartner.com Reseller Program (the "Program"). As used in this Agreement, "Merchant" means MyPrintPartner, a Michigan Limited Liability Company having its principal office at 21470 Coolidge Suite 111, Oak Park, MI 48237, and "Partner" means the applicant or reseller. "Website" means a World Wide Website and, depending on the context, refers either to MyPrintPartner's Website located at the URL http://www.MyPrintPartner.com.

   

Enrollment in the Program

 

To begin the enrollment process, the Partner will submit a complete Program application via the Merchant's Website. The Merchant will evaluate the Partner application in good faith and will notify Partner of Partner acceptance or rejection. Merchant may reject Partner application if Merchant determines (at its sole discretion) that Partner is unsuitable for the Program.

Unsuitable Partners include those that:

  • Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
  • Promote illegal activities.
  • Include "MyPrintPartner" or variations or misspellings thereof in their domain names.
  • Otherwise violate intellectual property rights.

If Merchant rejects Partner application, Partner is welcome to reapply to the Program at any time. Partner should also note that if Merchant accepts Partner application and Partner's Website is thereafter determined (at Merchant's sole discretion) to be unsuitable for the Program, Merchant may terminate this Agreement.

 

Order Processing

 

Merchant will process product orders placed by Partners with the Merchant supplied account information. Merchant reserves the right to reject orders that do not comply with any requirements that Merchant periodically may establish. Merchant will be responsible for all aspects of order processing and fulfillment. Among other things, Merchant will prepare order forms; process payments, cancellations, and returns; and handle customer service.

 

Information Collection

 

Partner acknowledges that, by participating in the MyPrintPartner Reseller Program, Merchant may receive information from or about Partner's clients or communications between Partner and those clients. Partner's participation in the MyPrintPartner Reseller Program constitutes Partner's specific and unconditional consent to and authorization for MyPrintPartner's access to, receipt, storage, use, and disclosure of any and all such information, consistent with the policies and procedures set forth in MyPrintPartner's Privacy Policy. https://www.myprintpartner.com/privacy_policy.php

 

Further, Partner acknowledges and agrees that Partner will:

  • Use any data, images, text, or other information obtained by Partner from Merchant or Merchant's Website in connection with this Agreement ("content") only in a lawful manner and only in accordance with the terms of this Agreement.
  • Not modify or alter any content that consists of a graphic image, other than to resize it.
  • Not edit any content that consists of text, other than to shorten its length.
  • Not use any content in a manner intended to send sales to any Website other than the MyPrintPartner.com Website.
  • Promptly delete any content that is no longer displayed on the MyPrintPartner.com Website or that Merchant notifies Partner is no longer available for Partner's use.

Policies and Pricing

 

Customers who buy products through this Program will be deemed to be customers of MyPrintPartner.

Accordingly, all of MyPrintPartner's rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply to those customers. Merchant may change Merchant's policies and operating procedures at any time. For example, Merchant will determine the prices to be charged for products sold under this Program in accordance with Merchant's own pricing policies. Product prices and availability may vary from time to time. Because price changes may affect products that Partner already have listed on Partner's Website, Partner may not include price information in Partner's product descriptions. Merchant will use commercially reasonable efforts to present accurate information, but Merchant cannot guarantee the availability or price of any particular product.

 

Identifying Partner as a Reseller

 

Partner may not make any press release with respect to this Agreement or Partner's participation in the Program without Merchant's prior written consent, which may be given or withheld in Merchant's sole discretion. In addition, Partner may not in any manner misrepresent or embellish the relationship between Merchant and Partner, or express or imply any relationship or affiliation between Merchant and Partner or any other person or entity except as expressly permitted by this Agreement (including by expressing or implying that MyPrintPartner.com supports, sponsors, endorses or contributes money to any charity or other cause).

 

Enrollment in the Program

 

Merchant grants Partner a nonexclusive, revocable right to use the graphic image, solely for the purpose of identifying Partner's Website as a Program participant and to assist in generating product sales. Partner may not modify the graphic image or text, or any other of Merchant's images, in any way. Merchant reserves all of Merchant's rights in the graphic image and text, any other images, Merchant trade names and trademarks, and all other intellectual property rights. Merchant may revoke Partner's license at any time by giving Partner written or email notice.

 

Responsibility for Partner’s Website

 

Partner will be solely responsible for the development, operation, and maintenance of Partner's

Website and for all materials that appear on Partner's Website. For example, Partner will besolely responsible for:

The technical operation of Partner's Website and all related equipment

  • Creating and posting Additional Product descriptions, pricing etc. on Partner's Website and linking those descriptions to Merchant's product pages.
  • The accuracy and appropriateness of materials posted on Partner's Website (including, among other things, all Product-related materials)
  • Ensuring that materials posted on Partner's Website do not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights)
  • Ensuring that materials posted on Partner's Website are not libelous or otherwise illegal.
  • Ensuring that Partner's Website accurately and adequately discloses, either through a privacy policy or otherwise, how Partner collects, uses, stores, and discloses data collected from visitors, including, where applicable, that third parties (including advertisers) may serve content and/or advertisements and collect information directly from visitors and may place or recognize cookies on visitors' browsers.

Term of the Agreement

 

The term of this Agreement will begin upon Merchant's acceptance of Partner's Program Application and will end when terminated by either party. Either Partner or Merchant may terminate this Agreement at any time, with or without cause, by giving the other party written or email notice of termination. Upon the termination of this Agreement for any reason, Partner will immediately cease use of the reseller program, product images from Merchant's database, and all MyPrintPartner trademarks, trade dress and logos, and all other materials provided by or on behalf of Merchant to Partner pursuant hereto or in connection with the Program. If the agreement is terminated by all parties after the monthly subscription fee has been charged or acquired the funds WILL NOT be reimbursed.

 

Modification

 

Merchant may modify any of the terms and conditions contained in this Agreement, at any time and in Merchant's sole discretion, by posting a change notice or a new agreement on Merchant's Website. Modifications may include, for example, changes in the scope of available discount percentages, payment procedures, and Program rules. In the event of substantive changes to the terms of this agreement, Partner will be contacted by Email. Substantive changes include changes in the discount schedule. If any modification is unacceptable to Partner, Partner's only recourse is to terminate this agreement. Partner's continued participation in the program following Merchant's posting of a change notice or new agreement on Merchant's Website will constitute binding acceptance of the change.

 

Relationship of Parties

 

Partner and Merchant are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. Partner will have no authority to make or accept any offers or representations on Merchant's behalf. Partner will not make any statement, whether on Partner's Website or otherwise, that reasonably would contradict anything in this Section.

 

Limitation of Liability

 

Merchant will not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this Agreement or the Program, even if Merchant has been advised of the possibility of such damages. Further, Merchant's aggregate liability arising with respect to this Agreement and the Program will not exceed the total discount granted to Partner under this Agreement.

Partner hereby agrees to indemnify and hold harmless MyPrintPartner 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 (a) any claim that Merchant's use of the Affiliates Trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (b) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by Partner herein, or (c) any claim related to Partner's business, including, without limitation, content therein not attributable to Merchant.

 

Disclaimers

 

Merchant makes no express or implied warranties or representations with respect to the Program or any products sold through the Program (including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, Merchant makes no representation that the operation of Merchant's Website will be uninterrupted or error-free, and Merchant will not be liable for the consequences of any interruptions or errors.

 

Independent Investigation

 

PARTNER ACKNOWLEDGES THAT PARTNER HAS READ THIS AGREEMENT AND AGREES TO ALL ITS TERMS AND CONDITIONS. PARTNER UNDERSTANDS THAT MERCHANT MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT OR CONTRACT WITH BUSINESSES THAT ARE SIMILAR TO OR COMPETE WITH PARTNER'S BUSINESS. PARTNER HAS INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND IS NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.

 

Arbitration

 

Any dispute relating in any way to this Agreement (including any actual or alleged breach hereof), any transactions or activities under this Agreement or Partner relationship with Merchant or any of Merchant's affiliates shall be submitted to confidential arbitration in Oakland County, Michigan except that, to the extent Partner has in any manner violated or threatened to violate Merchant's intellectual property rights, Merchant may seek injunctive or other appropriate relief in any state or federal court in the state of Michigan. By entering this agreement, Partner consents to nonexclusive jurisdiction and venue in such courts or any other court of competent jurisdiction.

 

Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.

 

Miscellaneous

 

This Agreement will be governed by the laws of the United States and the state of Michigan, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the federal or state courts located in Oak Park, Michigan and Partner irrevocably consents to the jurisdiction of such courts. Partner may not assign this Agreement, by operation of law or otherwise, without Merchant's prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against the parties and their respective successors and assigns. Merchant's failure to enforce Partner's strict performance of any provision of this Agreement will not constitute a waiver of Merchant's right to subsequently enforce such provision or any other provision of this Agreement.

 

Rules Regarding Reseller Commutations and Promotion

 

The following rules apply to any press release or other communication that Partner may want to issue in connection with Partner's participation in the MyPrintPartner Reseller Program, as well as to any other promotion of Partner's Business.

 

Press Releases and Other Communications (Including all communications on partner’s website or via other media)

 

Any communication must accurately identify that Partner is participating in the "MyPrintPartner Reseller Program."

Any communication must clearly and accurately describe the nature of Partner's participation in the   MyPrintPartner Reseller Program: Partner's communication must not create confusion or misrepresent the nature of Partner's or any other participant's participation in the MyPrintPartner Reseller Program.

 

  • Partner may, without Merchant's prior consent, say the following in any communication: that Partner has become a MyPrintPartner Reseller, and/or that Partner has joined or become a member of the MyPrintPartner Reseller Program.

 

  • Partner must obtain Merchant's prior written consent to use any other description of Partner's participation in the MyPrintPartner Reseller Program or of the program itself, which Merchant may give or withhold at Merchant's sole discretion. If Partner seeks such consent, please submit the entirety of Partner's proposed press release to Merchant by Email at resellers@MyPrintPartner.com for review.

   

Other Website Promotion

1.      To protect the integrity of the reputation of MyPrintPartner Resellers as well as the MyPrintPartner brand name, Partner may not promote Partner's business via certain forms of indiscriminate advertising, commonly referred to as "spamming." Accordingly, Partner may not promote Partner's business via postings to non-commercial newsgroups or cross postings to multiple newsgroups at once.

2.       Notwithstanding the foregoing, Partner may promote Partner's business via mailings to recipients who are already customers or subscribers to Partner's business services, provided that the recipients have the option to remove themselves from future mailings. Further, Partner may promote Partner's business via newsgroup postings to newsgroups that specifically welcome commercial messages (when in doubt, consult the newsgroup FAQ or moderators to be sure that such a message is acceptable in that newsgroup).

3.       In all promotion, Partner must clearly represent Partner and Partner's business as entities independent from MyPrintPartner, MyPrintPartner affiliated companies, the MyPrintPartner Website, and any of MyPrintPartner's affiliated companies' Websites.

4.      Generally, in any forum or media, Partner must honor the advertising practices and restrictions that are commonly considered acceptable by its readers. MyPrintPartner, LLC reserves the right at its sole discretion to modify the foregoing rules at any time. MyPrintPartner reserves the right to take action against any person or entity that does not conform to these rules.

 

Guidelines for Using the MyPrintPartner© Trademark

 

These guidelines apply to Partner's use of MyPrintPartner© (The "Trademark") in materials which have been approved in advance by MyPrintPartner, LLC.

1.      Partner may use the Trademark solely for the purpose authorized by MyPrintPartner, LLC.

2.      Partner may not alter the Trademark in any manner. For example, Partner may not change the proportion, color, or font of the Trademark.

3.      Partner may not display the Trademark in any manner that implies sponsorship, endorsement by MyPrintPartner, LLC outside of Partner's involvement in the Reseller Program.

4.      Partner may not use the Trademark to disparage MyPrintPartner, its products or services, or in a manner which, in MyPrintPartner, LLC's reasonable judgment, may diminish or otherwise damage MyPrintPartner, LLC's goodwill in the Trademark.

5.      The Trademark must appear by itself, with reasonable spacing (at least the height of the Trademark) between each side of the Trademark and other graphic or textual elements.

6.      Partner acknowledges that all rights to the Trademark are the exclusive property of MyPrintPartner, LLC, and all goodwill generated through Partner's use of the Trademark will inure to the benefit of MyPrintPartner, LLC.

 

Editorial Guidelines for Paid Search Listings

 

Many of Merchant's resellers are now using paid search to generate commission. Here are the editorial guidelines to help Partner stay compliant with the MyPrintPartner's operations agreement:

  1. Correct representation of MyPrintPartner brand. Use www.MyPrintPartner.com URL for the visible URL in Partner's listings if Partner is linking directly to MyPrintPartner website. Partner is not allowed to dilute blur or tarnish the value of MyPrintPartner trademark, and/or products and services.
  2. If Partner is linking directly to MyPrintPartner's site, Partner must place MyPrintPartner's URL as the visible URL in Partner's ad.
  3. Keywords involving MyPrintPartner's trademark "MyPrintPartner" and variations thereof. Partner shall not purchase or register search engine keywords, AdWords, search terms or other identifying terms that include the word "MyPrintPartner" or any variations thereof for use in any search engine, portal, sponsored advertising service or other search or referral service.
  4. Specifically, this policy prohibits Partner from bidding on:
    • MyPrintPartner's trademark, "MyPrintPartner", "MyPrintPartner.com" and any keyword string that includes this term. For example, "mpp printers", "MyPrintPartner coupons", "MyPrintPartner and coupons", "MyPrintPartnerers", etc.; and
    • Variations of MyPrintPartner's trademark: for example "mpp printers", "mpp printing", "www.MyPrintPartner.com", "mpp ", "mpp print", "www.MyPrintPartner", "ww.MyPrintPartner.com", "mpp-print.com", "www.MyPrintPartnering.com", "mpp.print", "wwwMyPrintPartner.com", "MyPrintPartnercom", etc.
    • If MyPrintPartner determines, in its sole discretion, that Partner has purchased or attempted to purchase "MyPrintPartner" or one of the two cited examples above, then MyPrintPartner may (without limiting any other remedies available to it) pursue any or all of the following actions:

                                                               i.      Withhold, or cancel any and all compensation otherwise payable to Partner beginning with the date on which Partner purchased the prohibited trademarked terms;

                                                              ii.      Remove Partner from the MyPrintPartner Reseller Program permanently.

 

Correct representation of MyPrintPartner features and promotions. All promotions or claims must be accurate at any time that the ad is running. If Partner breaches any of these MyPrintPartner guidelines, Partner may be removed from the Program immediately and/or permanently.  MyPrintPartner also reserves the right to withhold, or cancel any and all compensation for transactions not in compliance with these Terms and Conditions. MyPrintPartner, LLC reserves the right in its sole discretion to modify these guidelines at any time. MyPrintPartner, LLC.

-- Last modified 10/1/2010 --
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