Search Victoria

This agreement describes the terms and conditions for participation in all of Search Victoria Sales Programs now in existence or any to be developed in the future. These Sales Programs include but are not limited to the eMall Sales Program, CPA Program, Free Business Lead Program. The terms “Sales,” “Sales Representative”, “you,” and “your” refer to you, the Independant Sales Representative applicant. The terms “we” and “our” refer to any Search Victoria Sales Program.

This agreement incorporates and becomes part of our Terms Of Service, Privacy Statement, Business Plan and all other operating policies and procedures of Search Victoria.

1. Enrollment into one or all of our Independent Sales programs

To begin the Sales enrollment process, you must submit a complete Sales application via our website. You must be at least 18 years of age. We may reject your application if we determine, in our sole discretion, that your application is unsuitable for Search Victoria.

2. Relationship of Parties

We are independent parties and as such you are an independent contractor. This agreement will not form any partnership, joint venture, agency, franchise, sales representative or employment relationship. You will not make any statement, on any website or otherwise, that would contradict anything in the operation of Search Victoria. As an independent contractor you are solely responsible for any and all expenses and taxes due by you for income received as an Independent Sales Representative of Search Victoria.

Search Victoria shall not be required to withhold any amounts for provincial or federal income tax or for Worksafe B.C. coverage from sums becoming due to Sales Representative under this Agreement. You shall not be considered an employee of Search Victoria and shall not be entitled to participate in any plan, arrangement or distribution by Search Victoria pertaining to or in connection with any pension, stock, bonus, profit sharing or other benefit extended to Search Victoria’s employees. You shall be free to utilize your time, energy and skill in such manner as deemed advisable to the extent that you are not otherwise obligated under this Agreement.

3. Agreement Duration

This agreement will begin upon our acceptance of your Sales application and will end in 30 days or when terminated by either party. The agreement automatically renews while you remain active. Commissions are only payable to Sales Representatives while engaged in active selling for Search Victoria. You shall be deemed inactive after 90 days following the last sale made for Search Victoria to a NEW customer at which time this Agreement shall terminate without notice.

Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site, all links to our site and any other promotional materials that we provided to you as to an Independent Sales Representative. You are eligible to earn commissions only for Qualified Orders that occur during the term, and commissions earned through the date of termination will remain payable only if the related orders are not canceled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid. Furthermore, termination may happen at any time, with or without cause, by giving the other party written notice of termination either through the site or by email.

During the term of this Agreement or within five years after its termination, you, or any agents or representatives under your control, shall not compete with Search Victoria, directly or indirectly, for you or on behalf of any other person, firm, partnership, corporation or other entity in the sale or promotion of products and or services the same as or similar to Search Victoria’s products within the Territory.

Under no circumstances and at no time shall Sales Representative disclose to any person any of the secrets, methods or systems used by Search Victoria in its business. All customer lists, brochures, reports, and other such information of any nature made available to Sales Representative by virtue of Sales Representative’s association with Search Victoria shall be held in strict confidence during the term of this Agreement and after its termination.

4. Modification

We may modify any of this Sales Agreement at any time and in our sole discretion, by posting a change notice or a new agreement on the Search Victoria site. These modifications may include, but not limited to changes in the scope of available commissions, commissions schedules, payment procedures and Program rules. If any of the modifications are UNACCEPTABLE TO YOU, your only recourse is to terminate this Agreement. If you CONTINUE PARTICIPATION IN THE PROGRAM following the posting of a Change Notice or new agreement, it will be considered as your acceptance of the change.

5. Commission Fees

eMALL Sales Program:
When your referral purchases an eMALL web page for $365, you will receive 25% ($91.25) commission.

Advertising Sales Program
CPA campaigns pay 5% on net revenue every time the client you service runs a campaign.

Free Business Lead Program:
A Business Lead program for Independent Sales Trainees pays 3%. You will receive a referral commission of $10.95 for every eMALL sale an Independent Sales Representative closes.

6. Explanation of Referral and Commission Fees:

For a sale to generate a commission of an eMall Sales Page, the customer must complete the order form, remit full payment for the service ordered and have their order completed. Sales commissions will only be paid on sales which are made through qualified eMall Sales links.

Orders refunded at the request of the purchaser, or orders charged-back due to credit card fraud do not qualify for a commission. Any charge-backs will be deducted from your next payment.

Referral fees and any commissions can only be earned between the acceptance of the Sales application and notice of termination. Referral fees and commissions will be paid on the 15th of each month by Search Victoria. The cut-off day for the commission/referral calculation will be the last day of every month. Any returned checks, charge backs, or fees from a returned order will be adjusted in the following fee payment. If no fee payment is due a billing invoice for the amount will be issued. Sales Representatives must use an active affiliate link on the order to qualify for commissions on sales in any given month. Commissions and referral fees will be paid through Pay Pal.

7. Order Processing:

Search Victoria will be solely responsible for processing every order placed by a customer on the Search Victoria site. Customers who purchase products and services through Search Victoria will be deemed to be customers of Search Victoria. Prices and availability of our products and services may vary from time to time. Search Victoria policies will always determine the price paid by the customer. We reserve the right to reject any order that does not comply with our rules, operating procedures and policies.

8. eMALL Web Page Restrictions

Search Victoria reserves the right not to accept any site into any of our Sales Programs based on site content. Sites that Do Not Qualify for any of our Sales Programs include, but not limited to, sites such as sites that are:

• X- rated and promote sexually explicit materials
• Promoting violence and discord.
• Promoting discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
• Promoting illegal or questionable activities
• Violating intellectual property rights
• Please refer to Search Victoria’s Terms of Service for a complete listing of unacceptable sites and the penalty for not following these restrictions.

9. Spam (UCE)

Unsolicited Commercial E-mail: Search Victoria in no way participates in mass unsolicited e-mailing (i.e. spamming), and all Sales are expected to adhere to this policy as well. Violation of this policy will result in the termination of this contract and immediate dismissal from all of Search Victoria’s Sales Programs, with no refund.

10. Disclaimer

We make no express or implied warranties or representations with respect to any of our Sales Programs or your potential to earn income from any of our Sales Programs. In addition, we make no representation that the operation of our site or the eMALL Web pages will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or down time.

We 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 we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the Program will not exceed the total referral fees paid or payable to you under this Agreement.

We make no express or implied warranties or representations with respect to any products sold through Search Victoria (including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage).

This Agreement will be governed by the laws of Canada without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the courts located in Victoria, BC Canada, and you irrevocably consent to the jurisdiction of such courts. You may not assign this Agreement, by operation of law or otherwise, without our 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. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.

11. Independent Investigation

YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT OR OPERATE WEB SITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.

I have read the terms of this agreement and I accept