Affiliate and Customer Referral Program Terms and Conditions

Affiliate Marketing and Customer Referral Program Terms and Conditions

Last updated: May 5, 2023.

PLEASE READ THIS AFFILIATE MARKETING AND CUSTOMER REFERRAL PROGRAM AGREEMENT CAREFULLY.

This Affiliate Marketing and Customer Referral Program Agreement (the “Agreement”) is between you (the “Affiliate” or “Customer Referrer”) and Faze Analytics, LLC d/b/a “College Baseball Insights” (“Faze”) (collectively the “Parties”). It describes how the Parties will work together and other aspects of our business relationship.

The Affiliate Marketing and Customer Referral Program Agreement applies to your participation in Faze’s Affiliate Marketing and Customer Referral Program Program (the “Affiliate Program”). These terms are so important that Faze cannot have you participate in its Affiliate Program unless you agree to them.

Faze periodically updates these terms. Faze might also choose to replace these terms in their entirety if, for example, the Affiliate Program changes, ends, or becomes part of an existing program, including its partner programs. If Faze updates or replaces the terms, Faze or the Affiliate Tool will let you know via electronic means, which may include an in-app notification or by email. If you don’t agree to the update or replacement, you can choose to terminate as described below.

1. Definitions.

“Faze Analytics, LLC Affiliate” means a company owned, operated or controlled by Faze Analytics, LLC.
“Affiliate Marketing Program” means Faze’s Affiliate Marketing and Customer Referral Program as described in this Agreement.
“Affiliate Lead” means a customer prospect who clicks on the Affiliate Link that Faze has made available to you via the Affiliate Tool.
“Affiliate Link” means the unique tracking link you place on your site or promote through other channels.
“Affiliate Policies” means the policies applicable to affiliates which Faze may make available to you from time to time.
“Affiliate Tool” means the tool that Faze makes available to you upon your acceptance into the Affiliate Program and for you to use in order to participate in the Affiliate Program.
“Agreement” means this Affiliate Marketing Program Agreement and all materials referred or linked to in here.
“Commission” means an amount described in the Affiliate Tool (or if applicable, in the Program Policies) for each Customer Transaction.
“Customer” means the authorized actual user of the Faze Analytics, LLC Products who has purchased or signed up for the Faze Analytics, LLC products after being an Affiliate Lead.
“Customer Transactions” means those transactions by Affiliate Leads that are eligible for Commission pursuant to the ‘Customer Transactions’ section of this Agreement. Customer Transactions may include customer purchases or customer signups, as further described in the Affiliate Tool.
“Customer Data” means all information that Customer submits or collects via the Faze Analytics, LLC Products and all materials that Customer provides or posts, uploads, inputs or submits for public display through the Faze Analytics, LLC Products.
“Faze Analytics, LLC Content” means all information, data, text, messages, software, sound, music, video, photographs, graphics, images, and tags that Faze incorporates into its services.
“Faze Analytics, LLC Products” means both the Subscription Service and Other Products.
“Program Policies Page” means the landing page for Affiliates: https://collegebaseballinsights.com/affiliate-program-policies/ or for Customer Referrers: (https://collegebaseballinsights.com/customer-referral-program-policies/) where Faze will provide all the up-to-date guidelines and policies for the Affiliate and Customer Referral Programs.
“Other Products” means those products and services that Faze offers, which are not included in the Subscription Service (as detailed below); and, for the purposes of this Agreement, Other Products include all of Faze’s marketing software, legacy sales and marketing products, and any implementation, customization, training, consulting, additional support or other professional services, or fees for third-party products or services.
“Subscription Service” means Faze’s web-based sales software that is subscribed to, and developed, operated, and maintained by us, accessible via https://collegebaseballinsights.com or another designated URL, and add-on products to Faze’s sales software. For the purposes of this Agreement, the Subscription Service does not include Faze’s legacy sales products, any implementation, customization, training, consulting, additional support or other professional services, or fees for third-party products or services.
“You” and “Affiliate” means the party, other than Faze, entering into this Agreement and participating in the Affiliate Program.

2. Non-Exclusivity. This Agreement does not create an exclusive agreement between the Parties. Each of the Parties will have the right to recommend similar products and services of third parties and to work with other parties in connection with the sale, installation, implementation and use of similar services and products of third parties.

3. Affiliate Acceptance.

Once you complete an application to become an Affiliate, Faze will review your application and notify you whether or not you have been accepted to participate in the Affiliate Program. Before Faze accepts an application, Faze may want to review your application with you, so Faze may reach out to you for more information. Faze may require that you complete certain requirements or certification(s) before Faze accepts your application. If Faze does not notify you that you are accepted to participate in the Affiliate Program within thirty (30) days from your application, your application is considered to be rejected.
If you are accepted to participate in the Affiliate Program, then upon notification of acceptance, the terms and conditions of this Agreement shall apply in full force and effect, until terminated, pursuant to the terms set forth below. Further, you will need to complete any enrollment criteria set out in the Program Policies Page, if applicable. Failure to complete any enrollment criteria within thirty (30) days of your acceptance will result in the immediate termination of this Agreement and you will no longer be able to participate in the Affiliate Program.
Your acceptance and participation in the Affiliate Program do not mean that you will be accepted into any of the Faze Analytics, LLC Partner Programs, including Faze’s Solutions Partner Program or its App Partner Program. In order to participate in these programs, you will need to separately apply in accordance with the relevant application procedure.
You will comply with the terms and conditions of this Agreement at all times, including any applicable Program Policies.

4. Customer Transactions.

Affiliate Program Limits. Each accepted Affiliate Lead will expire according to the information provided in the Affiliate Tool (or if applicable, in the Program Policies) from the date the Affiliate Lead clicked on the Affiliate Link that was made available by you. Faze will pay you Commission as described in the Affiliate Tool (or if applicable, in the Program Policies) for each new Customer who completes an applicable Customer Transaction after clicking on an Affiliate Lead made available by you, provided that you remain eligible to receive Commission pursuant to the terms of this Agreement. The start of the Customer’s subscription is determined by the date of the first purchase or sign up (as applicable) of the Subscription Service by the Customer and you will receive a Commission payment for that Customer Transaction and recurring payments on that subscription only, regardless of any additional purchases made by that customer during their Subscription Service. For example, if the initial Customer Transaction is for one user of College Baseball Insights Annual Subscription, and there is a subsequent purchase by that same customer for an additional user of College Baseball Insights Annual Subscription for the same subscription, Affiliate will receive Commission for the initial user purchase only. The Affiliate will not be entitled to receive Commission on any additional purchases of Faze Analytics, LLC Products by that same Customer.
Eligibility. To be eligible for Commission: (i) an Affiliate Lead must be accepted and valid in accordance with the ‘Acceptance and Validity’ section, (ii) a Customer Transaction must have occurred, (iii) a Customer must remain a customer during the locking period in the Affiliate Tool (or if applicable, in the Program Policies). You are not eligible to receive Commission or any other compensation from Faze based on transactions for Other Products or if: (i) such compensation is disallowed or limited by federal, state or local law or regulation in the United States or the laws or regulations of your jurisdiction; (ii) Customer objects to or prohibits such compensation or excludes such compensation from its payments to Faze or Faze Analytics, LLC Affiliates; (iii) Customer has paid or will pay such commissions, referral fees, or other compensation directly to you, (iv) the Commission payment has been obtained by fraudulent means, misuse of the Affiliate Link, in violation of any Affiliate Program Policies that Faze makes available to you, misuse of the Affiliate Tool or by any other means that Faze deems to breach the spirit of the Affiliate Marketing Program. In competitive situations with other affiliates, Faze may elect to provide the Commission to the affiliate that we deem to be the most eligible for Commission, at our discretion. Faze may discontinue Commission payments should any of the eligibility criteria set forth in this subsection fail to be met at any time.
Acceptance and Validity. You will only be eligible for a Commission payment for any Customer Transactions that derived from Affiliate Leads generated by the Affiliate Link that Faze makes available to you and are accepted by Faze Analytics, LLC. An Affiliate Lead will be considered valid and accepted if, in Faze’s reasonable determination: (i) it is a new potential customer of Faze, and (ii) is not, at the time of submission or sixty (60) days prior, one of Faze’s pre-existing customers, or involved in its active sales process. Notwithstanding the foregoing, Faze may choose not to accept an Affiliate Lead in its reasonable discretion. If an Affiliate Lead does not purchase the Subscription Service within the time period described on the Affiliate Tool (or if applicable, in the Program Policies) of their first click on the Affiliate Link, you will not be eligible for a Commission payment, even if the Affiliate Lead decides to purchase after the time period has expired. An Affiliate Lead is not considered valid if its first click on the Affiliate Link is after this Agreement has expired or terminated.
Engagement with Prospects. Once Faze has received the Affiliate Lead information, Faze may elect to engage with the prospect directly, regardless of whether or not the Affiliate Lead is valid. If an Affiliate Lead is not valid then Faze may choose to maintain it in our database and Faze may choose to engage with such Affiliate Lead. Any engagement between Faze and an Affiliate Lead will be at Faze’s discretion.
Commission and Payment. In order to receive payment under this Agreement, you must have: (i) agreed to the terms of this Agreement (generally completed through the Affiliate Tool); (ii) completed all steps necessary to create your account in the Affiliate Tool in accordance with Faze’s directions, (iii) have a valid and up-to-date payment method in the Affiliate Tool with such account (iv) completed any and all required tax documentation in order for the Affiliate Tool to process any payments that may be owed to you.
Requirements for Payment; Forfeiture. Notwithstanding the foregoing or anything to the contrary in this Agreement, if any of the requirements set forth in section 4(a)(i-iv) remain outstanding for six (6) months immediately following the close of a Customer Transaction, then your right to receive Commission arising from any and all Customer Transactions with the associated Customer will be forever forfeited (each, a “Forfeited Transaction”). Faze will have no obligation to pay you Commission associated with a Forfeited Transaction. Once you comply with all of the requirements in section 5(a)(i-iv), then you will be eligible to receive Commission on Customer Transactions, as long as these Customer Transactions do not involve the same Customer associated with a Forfeited Transaction.
Taxes. You are responsible for payment of all taxes and fees (including bank fees) applicable to the Commission. All amounts payable by Faze to you are subject to offset by Faze against any amounts owed by you to Faze.
Commission Amounts. Faze reserves the right to alter or change the Commission amount as per the Affiliate Tool.

5. Training and Support. Faze may make available to you, without charge, various webinars and other resources made available as part of its Affiliate Program. If Faze makes such resources available to you, you hereby agree that you will actively encourage your sales representatives and/or other relevant personnel to participate in training and/or other certifications as Faze recommends and may make available to you from time-to-time. Faze may change or discontinue any or all parts of the Affiliate Program benefits or offerings at any time without notice.

6. Trademarks.

You grant to Faze a nonexclusive, nontransferable, royalty-free right to use and display your trademarks, service marks and logos (“Affiliate Marks”) in connection with the Affiliate Program and this Agreement.
During the term of this Agreement, in the event that Faze makes its trademark available to you within the Affiliate Tool, you may use Faze’s trademark as long as you follow the usage requirements in this section. You must: (i) only use the images of its trademark that Faze makes available to you, without altering them in any way; (ii) only use our trademarks in connection with the Affiliate Program and this Agreement; (iii) comply with Faze’s vendor kit and Trademark Usage Guidelines; and (iv) immediately comply if Faze requests that you discontinue use and provide written proof of such a discontinuance. You must not: (i) use Faze’s trademark in a misleading or disparaging way; (ii) use Faze’s trademark in a way that implies it endorses, sponsors, or approves of your services or products; or (iii) use Faze’s trademark in violation of applicable law or in connection with an obscene, indecent, or unlawful topic or material.

7. Proprietary Rights.

Faze Analytics, LLC’s Proprietary Rights. No license to any software is granted by this Agreement. The Faze Analytics, LLC Products are protected by intellectual property laws. The Faze Analytics, LLC Products belong to and are the property of Faze or its licensors (if any). Faze retains all ownership rights in the Faze Analytics, LLC Products. You agree not to copy, rent, lease, sell, distribute, or create derivative works based on the Faze Analytics, LLC Content, or the Faze Analytics, LLC Products in whole or in part, by any means, except as expressly authorized in writing by Faze prior to the same. Faze Analytics, LLC, College Baseball Insights logos, and other marks that Faze uses from time to time are its trademarks and you may not use them without its prior written permission, except as otherwise set forth in this Agreement.
Faze encourages all customers, affiliates and partners to comment on the Faze Analytics, LLC Products, provide suggestions for improving them, and vote on suggestions they like. You agree that all such comments and suggestions will be non-confidential and that Faze owns all rights to use and incorporate them into the Faze Analytics, LLC Products, without payment to you.
Customer’s Proprietary Rights. As between you and Customer, Customer retains the right to access and use the Customer portal associated with the Faze Analytics, LLC Products. For the avoidance of doubt, Customer will own and retain all rights to the Customer Data.

8. Confidentiality. As used herein, “Confidential Information” means all confidential information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), (i) whether orally or in writing, that is designated as confidential, and (ii) Faze Analytics, LLC customer and prospect information, whether or not otherwise designated as confidential. Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party or (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party. The Receiving Party shall: (i) protect the confidentiality of the Confidential Information of the Disclosing Party using the same degree of care that it uses with its own confidential information, but in no event less than reasonable care, (ii) not use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, (iii) not disclose Confidential Information of the Disclosing Party to any third party, and (iv) limit access to Confidential Information of the Disclosing Party to its employees, contractors and agents. The Receiving Party may disclose Confidential Information of the Disclosing Party if required to do so under any federal, state, or local law, statute, rule or regulation, subpoena or legal process.

9. Opt Out and Unsubscribing. You will comply promptly with all opt out, unsubscribe, “do not call” and “do not send” requests. For the duration of this Agreement, you will establish and maintain systems and procedures appropriate to effectuate all opt out, unsubscribe, “do not call” and “do not send” requests.

10. Term and Termination.

Term. This Agreement will apply for as long as you participate in the Affiliate Program, until terminated.
Termination Without Cause. Both Parties may terminate this Agreement on fifteen (15) days written notice to the other party.
Termination for Agreement Changes. If Faze updates or replaces the terms of this Agreement, you may terminate this Agreement on five (5) days written notice to Faze, provided that you send Faze written notice within ten (10) days after it sends you notice of the change.
Termination for Cause. Faze may terminate this Agreement: (i) upon thirty (30) days’ notice to you of a material breach if such breach remains uncured at the expiration of such period, (ii) upon fifteen (15) days-notice to you of non-payment of any amount due to Faze if such amount remains unpaid at the expiration of such period, (iii) immediately, if you become the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors, (iv) immediately, if you breach the terms applicable to your subscription with Faze (if you have one), including if you default on your payment obligations to Faze or our affiliates, or (v) immediately, if Faze determines that you are acting, or have acted, in a way that has or may negatively reflect on or affect Faze, its prospects, or its customers.
Effects of Expiration/Termination. Expiration of this Agreement, and termination of this Agreement: (i) without cause by Faze,(ii) by you with cause, (iii) by you according to the ‘Termination for Agreement Changes’ section, shall not affect Faze’s obligation to pay you a Commission, so long as the related payment by the Customer Transaction is recognized by Faze within thirty (30) days after the date of such termination or expiration and provided that in no event shall you be entitled to payment of Commission under this Agreement if you are eligible to receive a revenue share payment under the Solutions Partner Program Agreement. Faze will not pay you fees on Customer Transactions recognized by Faze after thirty (30) days after the date of such termination or expiration set out above. Provided however, in the event of termination without cause by you, or for cause by Faze, its obligation to pay and your right to receive any Commission will terminate upon the date of such termination, regardless of whether you would have otherwise been eligible to receive Commission prior to the date of termination. Except as expressly set forth in this section, you are not eligible to receive a Commission payment after expiration or termination of this Agreement. Upon termination or expiration, you will discontinue all use of and delete the Affiliate Tool that Faze makes available to you for your participation in the Affiliate Program. Upon termination or expiration, an Affiliate Lead is not considered valid, and Faze may choose to maintain it in its database and engage with such a prospect.
Upon termination or expiration, you will immediately discontinue all use of our trademark and references to this Affiliate Program from your website(s) and other collateral. For the avoidance of doubt, termination or expiration of this Agreement shall not cause a Customer’s subscription agreement to be terminated.

11. Affiliate Representations and Warranties.

You represent and warrant that: (i) you have all sufficient rights and permissions to participate in the Affiliate Program and to provide Faze with Affiliate Lead’s for its use in sales and marketing efforts or as otherwise set forth in this Agreement, (ii) your participation in this Affiliate Program will not conflict with any of your existing agreements or arrangements; and (iii) you own or have sufficient rights to use and to grant to Faze its right to use the Affiliate Marks;
You further represent and warrant that: (i) you will ensure that you are compliant with any trade or regulatory requirements that may apply to your participation in the Affiliate Program (for example, by clearly stating you are a Faze Analytics, LLC Affiliate on any website(s) you own where you make an Affiliate Link available); (ii) you will accurately provide in the Affiliate Tool all websites and domains you own where you intend to use Affiliate Links to generate Affiliate Leads; (iii) you will not purchase ads that direct to your site(s) or through an Affiliate Link that could be considered as competing with Faze’s own advertising, including, but not limited to, its branded keywords; (iv) you will not participate in cookie stuffing or pop-ups, and understand that false or misleading links are strictly prohibited; (v) you will not attempt to mask the referring URL information; (vi) you will not use your own Affiliate Link to purchase Faze products for yourself; and (vii) you will not use any mechanisms to deliver leads other than through an intended consumer. This includes sourcing leads through compilations of personal data such as phonebooks, using fake redirects or other tools or automation devices to generate leads (including but not limited to robots, i-frames, or hidden frames), or offering incentives to encourage purchases or signups.

12. Indemnification. You will indemnify, defend and hold Faze harmless, at your expense, against any third-party claim, suit, action, or proceeding (each, an “Action”) brought against it (and our officers, directors, employees, agents, service providers, licensors, and affiliates) by a third party not affiliated with Faze to the extent that such Action is based upon or arises out of: (a) your participation in the Affiliate Program, (b) Faze’s use of the prospect data you provided it, (c) your noncompliance with or breach of this Agreement, (d) your use of the Affiliate Tool, or (e) Faze’s use of the Affiliate Marks. Faze will notify you in writing within thirty (30) days of our becoming aware of any such claim; give you sole control of the defense or settlement of such a claim; and provide you (at your expense) with any and all information and assistance reasonably requested by you to handle the defense or settlement of the claim. You shall not accept any settlement that: (i) imposes an obligation on it; (ii) requires it to make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions on it without Faze’s prior written consent.

13. Disclaimers; Limitations of Liability.

Disclaimer of Warranties. FAZE AND OUR AFFILIATED COMPANIES AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY OR ACCURACY OF THE FAZE ANALYTICS, LLC PRODUCTS, FAZE ANALYTICS, LLC CONTENT, THE AFFILIATE PROGRAM OR THE AFFILIATE TOOL FOR ANY PURPOSE. APPLICATION PROGRAMMING INTERFACES (APIs) AND THE AFFILIATE TOOL MAY NOT BE AVAILABLE AT ALL TIMES. TO THE EXTENT PERMITTED BY LAW, THE FAZE ANALYTICS, LLC PRODUCTS AND AFFILIATE TOOL ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND WITH REGARD TO THE FAZE ANALYTICS, LLC PRODUCTS AND THE AFFILIATE TOOL INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
No Indirect Damages. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS OR BUSINESS OPPORTUNITIES.
Limitation of Liability. IF, NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, FAZE IS DETERMINED TO HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY, THE PARTIES AGREE THAT ITS AGGREGATE LIABILITY WILL BE LIMITED TO THE TOTAL COMMISSION AMOUNTS YOU HAVE ACTUALLY EARNED FOR THE RELATED CUSTOMER TRANSACTIONS IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO A CLAIM.
Affiliate Tool. FAZE DISCLAIMS ALL LIABILITY WITH RESPECT TO THE AFFILIATE TOOL THAT YOU USE. FAZE DOES NOT PROMISE TO MAKE THE AFFILIATE TOOL AVAILABLE TO YOU, AND FAZE MAY CHOOSE TO DO SO, OR NOT TO DO SO, IN ITS DISCRETION.
Cookie Duration. COOKIES USED AS PART OF THE AFFILIATE TOOL HAVE A SET DURATION. IF A POTENTIAL CUSTOMER CLEARS THEIR COOKIES DURING THIS PERIOD, FAZE SHALL NOT BE LIABLE FOR ANY COMMISSIONS THAT MAY HAVE BEEN OWED TO YOU.

14. General.

Amendment; No Waiver. Faze may update and change any part or all of this Agreement, including by replacing it in its entirety. If Faze updates or changes this Agreement, the updated Agreement will be made available to you via the Affiliate Tool and/or by email. The updated Agreement will become effective and binding on the next business day after Faze or the Affiliate Tool have notified you. When Faze changes this Agreement, the “Last Modified” date above will be updated to reflect the date of the most recent version at https://collegebaseballinsights.com/affiliate-terms-and-conditions/. Faze encourages you to review this Agreement periodically. If you don’t agree to the update, change or replacement, you can choose to terminate as described above. No delay in exercising any right or remedy or failure to object will be a waiver of such right or remedy or any other right or remedy. A waiver on one occasion will not be a waiver of any right or remedy on any future occasion.
Applicable Law. This Agreement shall be governed by the laws of the State of New Jersey, without regard to the conflict of law provisions thereof. In the event either of the Parties initiates an action in connection with this Agreement or any other dispute between the Parties, the exclusive venue and jurisdiction of such action shall be found in the state and federal courts in New Jersey.
Force Majeure. Neither party will be responsible for failure or delay of performance if caused by: an act of war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions; or other event outside the reasonable control of the obligated party. Each party will use reasonable efforts to mitigate the effect of a force majeure event.
Actions Permitted. Except for actions for nonpayment or breach of a party’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than one (1) year after the cause of action has accrued.
Relationship of the Parties. Parties agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement.
Compliance with Applicable Laws. You shall comply, and shall ensure that any third parties performing sales or referral activities on your behalf comply, with all applicable foreign and domestic laws (including without limitation export laws and laws applicable to sending of unsolicited email), governmental regulations, ordinances, and judicial administrative orders. You shall not engage in any deceptive, misleading, illegal or unethical marketing activities, or activities that otherwise may be detrimental to us, our customers, or to the public. Export laws and regulations of the United States and any other relevant local export laws and regulations may apply to the Faze Analytics, LLC Products. You will comply with the sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury. You will not directly or indirectly export, re-export, or transfer the Faze Analytics, LLC Products to prohibited countries or individuals or permit use of the Faze Analytics, LLC Products by prohibited countries or individuals.
Severability. If any part of this Agreement is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect.
Notices. Notice will be sent to the contact address set forth herein (as such may be changed by notice given to the other party), and will be deemed delivered as of the date of actual receipt.To Faze:Faze Analytics, LLC
141-I Route 130 S, #324
Cinnaminson, NJ 08077, U.S.A.
Attention: Arthur Crichlow, Jr.With a copy to:The Law Offices of Paul S. Haberman LLC
19 Engle Street
Tenafly, New Jersey 07670To you:Your address as provided in our affiliate account information for you.Faze may give electronic notices specific to you by email to your e-mail address(es) on record in our account information for you. Faze may give notice to you by telephone calls to the telephone numbers on record in its account information for you.
Entire Agreement. This Agreement is the entire agreement between the Parties for the Affiliate Program and supersedes all other proposals and agreements, whether electronic, oral or written, between the Parties. Faze objects to and rejects any additional or different terms proposed by you, including those contained in your purchase order, acceptance or website. Faze’s obligations are not contingent on the delivery of any future functionality or features of the Faze Analytics, LLC Products or dependent on any oral or written public comments made by Faze regarding future functionality or features of the Faze Analytics, LLC Products. It is the express wish of the Parties that this Agreement and all related documents be drawn up in English. Faze might make versions of this Agreement available in languages other than English. In such an event, the English version of this Agreement will govern the Parties’ relationship and the translated version is provided for convenience only and will not be interpreted to modify the English version of this Agreement.
Assignment. You will not assign or transfer this Agreement, including any assignment or transfer by reason of merger, reorganization, sale of all or substantially all of its assets, change of control or operation of law, without Faze’s prior written consent. Faze may assign this Agreement to any affiliate or in the event of merger, reorganization, sale of all or substantially all of its assets, change of control or operation of law.
No Third-Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to or shall confer upon any person or entity (other than the Parties hereto) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
Program Policies Page. Faze may change the Program Policies from time to time. Your participation in the Affiliate Program is subject to the Program Policies, which are incorporated herein by reference.
No Licenses. Faze grants to you only the rights and licenses expressly stated in this Agreement, and you receive no other rights or licenses with respect to Faze, the Faze Analytics, LLC Products, its trademarks, or any other property or right of Faze.
Sales by Faze Analytics, LLC. This Agreement shall in no way limit Faze’s right to sell the Faze Analytics, LLC Products, directly or indirectly, to any current or prospective customers.
Authority. Each party represents and warrants to the other that it has full power and authority to enter into this Agreement and that it is binding upon such party and enforceable in accordance with its terms.
Survival. The following sections shall survive the expiration or termination of this Agreement: ‘Commission and Payment,’ ‘Proprietary Rights,’ ‘Confidentiality,’ ‘Effects of Termination/Expiration,’ ‘Indemnification,’ ‘Disclaimers; Limitation of Liability,’ ‘Non-Solicitation’ and ‘General.’
Reading of Agreement. Parties each acknowledge that they have read this Agreement, you with the help of outside assistance or counsel unless you expressly decided not to, agree to its terms, understand its legal implications, and have received a copy of it.