Blackstone Education Affiliate Agreement

The following are the terms and conditions of participating in the Blackstone Career Institute’s Affiliate Program. “Affiliate” refers to you, and “BCI” refers to us, Direct Learning Systems, Inc. d/b/a Blackstone Career Institute., a corporation incorporated under the laws of the State of Pennsylvania, United States of America.

BCI reserves the right to amend this agreement as needed from time to time, and Affiliate agrees that any such amendment will apply to Affiliate. The continuation of Affiliate status or Affiliate’s acceptance of income or bonuses shall constitute Affiliate’s acceptance of any and all amendments.

1. Affiliate agrees that a BCI Affiliate is an independent contractor, and not an employee, agent, partner, legal representative, or franchisee of BCI. Affiliate further agrees not to incur any debt, expense, obligation on behalf of, for, or in the name of BCI.

2. All Affiliate applications are subject to approval by BCI.

3. Affiliate agrees to receive BCI email, including but not restricted to sales reports, training, newsletters, plus messages from Affiliate’s Referrer (the person who directly referred you to BCI or whose advertising generated your registration).

4. Contact information (email address, phone number, address, etc.) will be provided to your Referrer. Contact information is not disclosed to any other party.

5. Affiliate agrees to present the BCI Commission Plan and BCI products and services as set forth at the official BCI website. Affiliate will make no claims regarding potential income, earnings, products or services beyond what is stated at the official BCI website. Affiliate further agrees not to reproduce commission checks or distribute commission checks in any form or by any means.

6. Affiliate agrees not to disparage BCI, other BCI Affiliates, BCI products, the BCI compensation plan, BCI employees or BCI Independent Contractors. Affiliate understands that disparagement may result in the immediate suspension or termination of Affiliate account with a cancellation of any pending commissions.  Affiliate will also be in violation of this BCI Affiliate Agreement and subject to legal action and be held liable for any financial loss incurred by BCI.

7. Affiliate agrees that registering new affiliates through automated machine entry, or manual entry without their approval or with the primary intent to gain commission status, is strictly forbidden and is grounds for suspension or termination of your account.  Affiliate will also be in violation of this BCI Affiliate Agreement and subject to legal action and be held liable for any financial loss incurred by BCI.

8. Affiliate agrees to not utilize SPAM in promoting BCI. This action may result in the immediate suspension or termination of Affiliate account with a cancellation of any pending commissions. Affiliate will also be in violation of the BCI Affiliate Agreement and subject to legal action and be held liable for any financial loss incurred by BCI. Any service interruptions to BCI as a result of Affiliates spamming will result in severe legal action.

For the purpose of this agreement SPAM is defined as emailing ANYONE, in bulk or by single mailing, about BCI, who has not specifically requested the information directly from Affiliate. The ONLY exceptions to this are: A. Mailing to APPROPRIATE OPT-IN mailing lists where the source does the mailing on Affiliate’s behalf AND you do not advertise a BCI-provided Gateway URL. However, use extreme caution when choosing an opt-in mailing list company! Using anything but the most reputable sources could generate spam complaints against Affiliate resulting in suspension or termination.

BCI also considers ANY type of advertisement about BCI posted to a Newsgroup or Chat Room to be SPAM.

9. Affiliate agrees to provide BCI with a valid email address upon registration. Affiliate understands that the use of an Auto-Responder email address is prohibited.

10. BCI Affiliate Program is limited to the United States of America; all payments will be made in U.S. dollars. Affiliate commissions shall normally be paid by company check and sent out monthly on or about the 15th for the previous month’s sales. To cover BCI processing costs of Affiliate commission check, BCI will deduct one dollar. If a sale is canceled or refunded, the related commission will be deducted from a subsequent payment. The minimum commission check that will be sent out is $25.00 (after processing fee).

11. Affiliate may not use their knowledge of, or association with other Affiliates other than those personally referred to further any business undertaking other than BCI.

12. Affiliate will be issued an “Affiliate Link,” a unique URL which allows BCI to identify visitors from Affiliate site as originating from Affiliate. These visitors are tracked with this unique URL and sales are recorded with the appropriate Affiliate ID. To receive commissions, Affiliate must use the provided Affiliate Link. The URL may be in various forms such as a banner, image, or text link.

13. Affiliate is solely responsible for ensuring that their Affiliate Link is set up properly to qualify for commissions.

14. BCI is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish service.

15. BCI will make every reasonable effort to track and pay commissions for all sales that apply to Affiliate. However, BCI is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish this service. Affiliate understands that Affiliate tracking can never be 100% accurate and BCI is not responsible for inaccuracies that might occur beyond its control. Tracking of Affiliate sales depend on several factors, technical and otherwise, which are out of the control of BCI.  It is the goal of BCI to make Affiliate tracking as accurate as possible; however, BCI cannot guarantee 100% tracking for situations beyond its control.

16. To protect BCI customer privacy, if deemed necessary, BCI reserves the right to withhold identifying customer contact information from Affiliate.

17. BCI reserves all rights in or to its trademarks and service marks that may be used by Affiliate in accordance with this Agreement. Affiliate may in no way display a BCI logo, image, or trademark in any manner which may be distasteful, defamatory, or misrepresent BCI products or services.

18. Affiliate shall follow BCI advertising guidelines and agrees not to misrepresent BCI products or services. Affiliate agrees to use only BCI- approved ads. Affiliate further understands that prohibited sites for advertising BCI products or services include: Sites that promote sexually explicit material or violence; sites that promote discrimination based on race, sex, religion, national origin, or physical disability; sites that promote illegal activities.

19. Affiliate may not assign its rights or delegate its duties under this Agreement.

20. BCI’s obligations and your remedies hereunder are solely and exclusively as described and limited herein. BCI’s liability, whether based on contract, tort, warranty, strict liability, or other theory, shall not exceed the total commissions paid or payable by BCI to Affiliate under this Agreement. In no event shall BCI be liable for any loss of profits, loss of use, or other indirect, incidental, special or consequential damage arising under or with respect to this Agreement or program, even if BCI has been advised of the possibility of such damages.

21. BCI makes no warranties expressed or implied with regard to Affiliate Program except as outlined in this Agreement.

22. Both BCI and the Affiliate reserve the right to terminate this Agreement at any time by written notice to the other. The term of this Agreement shall be for a period of one year from the date hereof and shall automatically renew for additional one year periods upon each anniversary, without further act of the parties, unless either party has terminated this Agreement by written notice to the other. If terminated, outstanding commissions at time of termination shall be paid in the next payment so long as the terms of this Agreement were not violated by the Affiliate. Payment of the final commission payment to the Affiliate may be withheld for a reasonable time in order to ensure that the correct amount is paid.

23. In the event that a provision of this Agreement is held to be invalid or unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable and the balance of the Agreement will remain in full force and effect.

24. This Agreement will be governed by and construed in accordance with the internal laws of the Commonwealth of Pennsylvania without regard to any applicable conflict of law provisions. In addition, the parties hereto agree that any dispute, controversy or claim arising under or in connection with this Agreement or its performance by either party shall be decided exclusively by and in the state courts sitting in Lehigh County, Pennsylvania. For such purpose, each party hereby submits to the personal jurisdiction of the state courts sitting in Lehigh County, Pennsylvania. Each party waives any objection to the personal jurisdiction of such courts and waives any right to assert or move for transfer of venue to any court based on the doctrine of forum non conveniens or otherwise.

DISCLAIMER:

BCI hereby disclaims all express and implied warranties for all products, goods or services, including the implied warranties of MERCHANTABILITY and FITNESS FOR A PARTICULAR PURPOSE. All products, goods or services are provided AS IS with respect to BCI. Any warranty or other remedy offered by the original manufacturer or party offering any services, if any, is offered only by such entity and not by BCI

BCI’s display of any products, goods or services offered by or originating from a party other than BCI are not intended nor offered as information or data comprising any claim or representation as to such products, goods or services by BCI Any ultimate purchase of any product, goods or services from BCI is made subject to the law of the State of Pennsylvania which substantive law shall control the relationship of the parties.