Terms and Conditions for Our Affiliate Program

First American Web (from herein after "FAW") is in the business of providing, marketing, and promoting web sites (the "Service"), operated via an Internet web site located at http://www.firstamericanweb.com (the “Site”).

The Referral Company or person (from herein after "Referral Company") desires to obtain from FAW, and FAW agrees to grant the Referral Company, the non-exclusive right and license to advertise, market and promote the Service. FAW shall reimburse the Referral Company for these promotional services, in accordance with the following terms and conditions:

By joining the FAW Affiliate Program, you agree to be bound by the following terms and conditions set out in this agreement.

1. Grant of Promotion and Distribution License:
1.1. FAW grants the Referral Company the non-exclusive, non-transferable right and license to advertise, market and promote the Service ("Promotion Rights"), in accordance with the terms and conditions hereof. All other rights and licenses not expressly granted herein are reserved by FAW.

2. Obligations of FAW:
2.1. FAW shall retain the right to provide the Service in any form FAW deems appropriate; and retains the right to change or cancel any part of the Service, at any time and in any manner FAW deems appropriate, without prior notice to the Referral Company. However, any strategic change of policy towards Referral such as cancel any part of the Service at any time shall be made with prior notice to the Referral Company.

2.2 Notwithstanding the terms of these Terms and Conditions, FAW shall not be held responsible or liable for any loss of income, or loss of the ability to produce income, incurred by the Referral Company; even if such losses should arise from the inability of FAW to deliver the Services stipulated in these Terms and Conditions for any reason whatsoever, whether FAW is at fault or whether a third party is at fault.

2.3 FAW reserves the right to modify these Terms and Conditions at any moment.

3. Obligations of The Referral Company:
3.1. The Referral Company shall employ its best efforts to actively and effectively advertise market and promote the Service as widely as possible so as to maximize the benefit to the Referral Company and to FAW.

3.2. The Referral Company shall only engage in advertising, marketing and promotional efforts which do not violate any law, and which reflect positively upon the business reputation of FAW. In particular, the Referral Company agrees to market the Service in a manner that is consistent with the content and style of the Service. In connection therewith, FAW shall have the right to review and approve (approval shall not be unreasonably withheld) the manner and methods of advertising, marketing and promotion used by the Referral Company in connection with the Service.

3.3. Notwithstanding the approval by FAW given in accordance with section 3.2 of these Terms and Conditions, FAW shall under no circumstances be held liable for--and the Referral Company shall indemnify, defend and hold FAW harmless against--any and all claims asserted against FAW by reason of the Referral Company's marketing and promotional efforts.

The Referral Company shall bear all costs and expenses incurred in connection with the advertising, marketing and promotion of the Service; including without limitation, all costs directly related to marketing.

3.4. Multiple Accounts: You are only entitled to set up one (1) Affiliate membership account (“Account”) with FAW. You may use your Account in connection with as many domains and/or web sites you own or otherwise have the right to use. FAW reserves the right to allow an Affiliate to maintain multiple accounts on a case by case basis.

3.5. The Terms&Conditions are subject to change at anytime and it is the responsibility of the Referral Company to be aware of the latest rules and regulations as applicable to their commissions and payments.

4. Compensation:
4.1. The Referral Company’s compensation is calculated based on the Program (CPA or REVENUE SHARING as set forth in the following table.

4.1.1 CPA – Cost per Acquisition.
In this program we pay our affiliates based on each paying customer no matter how much he or she spends. The rates of this program are negotiated on a case by case basis.

4.1.2. Revenue Share or Percentage of Sale
In this program FAW pays the Referral Company a percentage of each sale and recurrent sales afterwards. In this program each customer the Referral Company sends FAW is associated with this Referral Company for life. The percentage the Referral Company earns is:

• Monthly net sales of under $25,000; 30% of all Customer Sales
• Monthly net sales of $25,001 - $50,000; 35% of all Customer Sales
• Monthly net sales of over $50,001; 40% of all Customer Sales

Any charge backs and refunds due to the guarantee policy of FAW will be deducted from the Referral company's commissions.

4.3. The 2-tier model
Sub-Affiliate is defined as a new registered Referral Company that has been directed to FAW by a currently active Referral Company. When an active Referral Company refers another Referral Company to FAW, the active Referral Company will earn 5% of the total sales of the referred Referral Company for life.

4.5. FAW shall pay the Referral Company each month for services rendered during the preceding calendar month. Payment shall be made prior to the 5th working day of the following month. If the amount of compensation for one month is less than US $100, the amount shall be made available in the succeeding month (when the accumulated amount is greater than US $100).

4.6. FAW shall have the right to withhold any and all payments to the Referral Company if the Referral Company is in breach of these Terms and Conditions.

4.7. In cases where a Referral Company, the Referral Company's family or anyone under the same household/office as the Referral Company is also a customer, FAW reserves the right not to pay a Referral Company for their own purchases, or those of their family or for any client that made his or her purchase in the same house/office as that of the Referral Company.

4.8. FAW may reverse any commission paid to Referral Company, and subtract said commission from future payments to Referral Company, if FAW receives a charge back or has to issue a refund on a transaction from any customer referred by the Referral Company.

4.9. We have and reserve the right to pass on any Fraud Costs to the Referral Company's account.

4.10. FAW reserves the right to change the Terms & Conditions at any time, for any reason.

5. Term of Duration and Cancellation:
5.1. FAW has the right to cancel the Promotion Rights with immediate effect if the Referral Company is in material breach of these Terms and Conditions. Such breach includes, but is not limited to, situations where the Referral Company engages in advertising, marketing, distribution and promotional efforts that would impair FAW goodwill and business reputation, or would expose FAW to legal liability.

5.2. Upon the cancellation of the Promotion Rights, the Referral Company shall immediately return to FAW any and all materials, over which FAW has a proprietary right, that are in the Referral Company's possession and/or in the possession of the Referral Company's agents, servants and employees. The Referral Company shall also immediately remove any hyperlinks and materials, over which FAW has a proprietary right, from the Referral Company's web site and/or the web sites of the Referral Company's agents.

5.3. If the Promotional Rights are canceled, and the Referral Company is in default (at FAW'S sole disrcetion) of these Terms and Conditions, the Referral Company shall have the right to continue to receive a Referral Percentage on referred Users who continue to utilize the Service after being referred to the Service by the Referral Company during and up to four months from the date of cancellation.

5.4. Users that utilize FAW facilities and services and all information relating to such Users shall remain the property of FAW at all times.

6. Account Statements:
6.1. All payments due to the Referral Company shall be made on or before the 5th working day of each following month, and will reflect payment for services rendered the previous month. Statements may be adjusted by FAW from time to time to reflect overpayments, charge backs and refunds or underpayments to consumers by FAW.

6.2. The Referral Company shall have the facility to monitor the Referral Percentage and the payments in real time using an online monitoring system at a secure web site.

6.3. Should the Referral Company dispute a payment received, the Referral Company has 25 days from the date of receiving said payment/s within which to lodge a claim or to challenge the amount paid. Should there be no objection raised within this period then the amount tendered will be regarded as accepted and no further claim/s will be entertained.

7. Exclusivity, Non-Competition and Ownership of Service name:
7.1. The Referral Company agrees, understands and acknowledges that FAW may enter into Agreements of this type with third parties to promote the Service or a similar version thereof.

7.2. The Referral Company has not paid consideration for the use of the trademarks, logos, copyrights, trade names, or designations belonging to FAW, and nothing contained in these Terms and Conditions shall give the Referral Company any right, title or interest in or to any of them.

7.3. The Referral Company acknowledges that FAW own and retain all copyrights and other proprietary rights, as well as any software supplied by FAW, in all of the foregoing. The Referral Company shall not assert any claim or interest in or to any trademark, trade name, copyright, service mark or logo belonging or licensed to FAW, or do anything to adversely affect their validity or enforceability. This includes any act or assistance to any act that may infringe, or lead to the infringement of, any software copyright.

7.4. Without limiting the generality of the foregoing terms, the Referral Company shall not itself attempt, or assist any third party in attempting, to register any trademark, trade name or other proprietary right with any governmental agency (federal, provincial, local or otherwise) or with any other entity or authority, without the express, unequivocal and unambiguous prior written consent of FAW. The Referral Company shall not attach any additional trademarks, logos or trade designations to the Software; and shall ensure that none of the trademarks (or any variations thereof) appear in any portion of the Referral Company's name, or any name under which the Referral Company conducts business. The Referral Company shall not affix a trademark, logo or trade name of FAW to any non-FAW product. The Referral Company shall not alter, erase, deface or overprint any notice of proprietary rights on anything provided by FAW.

8. Confidentiality and Non-Disclosure:
The Referral Company and FAW each agree that each may have access to, and become acquainted with, Confidential Information of the other. The Referral Company and FAW each specifically agree not to misuse, misappropriate or disclose any such Confidential Information, directly or indirectly, to any third party.

9. Representations, Warranties and Indemnity:
9.1. The Referral Company warrants, represents and covenants to FAW that it has all necessary rights, licenses, permissions and business permits; and will comply with all applicable laws, rules and regulations in connection with promoting the Service to Users.

9.2. The Referral Company agrees to indemnify and render FAW harmless against claims, liabilities, causes of action, damages, judgments, costs and expenses arising out of, or in any way connected with, any breach or alleged breach by the Referral Company of any representation, warranty or agreement contained in this Section 9, or elsewhere in these Terms and Conditions.

10. Governing Law:
This Agreement shall be governed by and construed in accordance with the law of the Republic of Costa Rica. If any provision of this Agreement as applied to any party or to any circumstance should be adjudged by a court of competent jurisdiction to be void or unenforceable for any reason, the invalidity of that provision shall in no way affect (to the maximum extent permissible by law) the application of such provision under circumstances different from those adjudicated by the court, the application of any other provision of this Agreement, or the enforceability or invalidity of this Agreement as a whole. Should any provision of this Agreement become or be deemed invalid, illegal or unenforceable in any jurisdiction by reason of the scope, extent or duration of its coverage, then such provision shall be deemed amended to the extent necessary to conform to applicable law so as to be valid and enforceable or, if such provision cannot be so amended without materially altering the intention of the parties, then such provision will be stricken and the remainder of this Agreement shall continue in full force and effect.