Terms and Conditions

THIS IS A LEGAL AGREEMENT BETWEEN YOU AND ONECER NETWORK, INC. BY ENROLLING YOU AGREE THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION.

Definitions.
This Agreement contains the complete terms and conditions that apply to you joining in the Affiliate Net Program. The purpose of this Affiliate Agreement is to allow linking between your web site and Onecer Inc.'s network on the Net's web site. As used in this Agreement, "we", "us", and "our" means Onecer Network, Inc., on the Onecer Net, and "you", "your" and "yours" means the applicant. "Site" means a World Wide Web site and, depending on the context refers either to Affiliates on the Net's site or to the site that you will link to our site. "Link" means a method that takes the surfer, as determined by the IP address, from a legally linked method from your site to Onecer site. "Sign Up" means a surfer that legally linked to our site from your site and successfully subscribed (filled out correctly and accepted the terms and conditions of) to one of our affiliate programs.
Visual and Audio Links.
You will be responsible for the content, style, and placement of the links. You may not alter banners, buttons, graphics, text or audio links (referred to as "Visual and Audio links"). ALTERING OR ANY OTHER WAY USING UNAUTHORIZED ADVERTISING TECHNIQUES IS STRICTLY PROHIBITED AND WILL RESULT IN TERMINATION FROM THE PROGRAM WITHOUT PAY. We provide a variety of methods to choose from and you must use this them in order to meet the criteria in the operating agreement. If you would like to modify or use other Visual and or Audio links not created or modified by us, you must obtain written permission from Onecer Net first. Further, you may add or delete approved Visual and or Audio links from your site at any time without our approval. New and updated Visual and Audio links will be expose in the Onecer net affiliates site from time to time. It is your responsibility to make sure that all changes are adhered to.
Spams and Falsification.
Should Onecer Net in its sole discretion determine that you are guilty of online spamming, providing false individual or coorporate account information, falsely increasing number of clicks or hits and/or acting or attempting to act in any false, misleading or illegal manner, Onecer Net shall have the right to immediately terminate this Affiliate Agreement with cause and hold all monies due to your previous affiliate activities. Such termination or waiver thereof shall in no way constitute a waiver of any other Section of this Agreement.

Guidelines for Approved Email Compaign
Prior to starting any type of email, enewsletter, etc. campaign, you MUST email us at approval@onecer.com with the dates of the drop. Include the number being sent and type of affiliate campaign with an attachment of what is being sent (approved Audio and or Visual materials only).

SPAMMING (any form of mass communication that creates complaints from the user receiving the communication) IS NOT ALLOWED. If you spam, your link to the Onecer affiliate program will be disabled immediately. As such, any emails, enewsletters, etc., MUST be "permission" or "approved" based email addresses and include a way to unsubscribe. To prevent your account from being disabled for "SPAM" follow the guidelines below.

1.) The email addresses of new subscribers must be confirmed or verified before compaign mailings commence. This is usually accomplished by means of an email message sent to the subscriber to which s/he must reply, or containing a URL which she/he must visit, in order to complete the subscription. However it is implemented, a fundamental requirement of all lists is for verification of all new subscriptions and or affiliates;
2.) Mail compaign administrators must provide one or more methods for subscribers to terminate their subscriptions, and administrators should provide clear and effective instructions for unsubscribing from a mailing list. Mailings from a list must cease promptly once a subscription is terminated;
3.) Mail compaign administrators should make an "out of line" procedure (e.g., an email address to which messages may be sent for further contact via email post mail or telephone) available for those who wish to terminate their mailing list subscriptions but are unable or unwilling to follow standard automated procedures;
4.) Mail compaign administrators must ensure that the impact of their mailing compaign on the networks and hosts of others is minimized by proper management procedures such as pruning of invalid or undeliverable addresses, or taking steps to ensure that mailing compaigns do not overwhelm less robust hosts or networks;
5.) Mail compaign administrators must take adequate steps to ensure that their lists are not used for abusive purposes. For example, administrators can maintain a "suppression list" of email addresses from which all subscription requests are rejected. Addresses would be added to the suppression list upon request by the parties entitled to use the addresses at issue. The purpose of the suppression list would be to prevent subscription of addresses appearing on the suppression list by unauthorized third parties. Such suppression mail lists should also give properly authorized domain administrators the option to suppress all mailings to the domains for which they are responsible;
6.) Mail compaign administrators must make adequate disclosures about how subscriber addresses will be used, including whether or not addresses are subject to sale or trade with other parties. Once a mailing list is traded or sold, it may no longer be an opt-in mailing list; therefore, those who are acquiring "opt-in" lists from others must examine the terms and conditions under which the addresses were originally compiled and determine that all recipients have in fact opted-in specifically to the mailing lists to which they are being traded or sold; and,
7.) Mail compaign administrators should make adequate disclosures about the nature of their mailing lists, including the subject matter of the lists and anticipated frequency of messages. A substantive change in either the subject matter or frequency of messages may constitute a new and separate mailing list requiring a separate subscription. List administrators should create a new mailing list when there is a substantive change in either the subject matter or frequency of messages. A notification about the new mailing list may be appropriate on the existing mailing list, but existing subscribers should never be subscribed automatically to the new list. For example, if Company X acquires Company Y, and Company Y has compiled compaign mail lists, Company X should not summarily incorporate Company Y's mailing lists into its own mail compaign.
Site Design and Content.
Onecer Net in its sole discretion reserves the right not to accept any sites that have any controversial or unacceptable content including, but not limited to, adult sites that promote pornography or sexual material of a lewd, lecherous or obscene nature or intent. Should Onecer Net determine in its sole discretion that you are in violation of this Section, Onecer Net shall have the right to immediately terminate this Agreement with cause and hold all monies due you affiliation. Such termination or waiver thereof shall in no way constitute a waiver of any other Section of this Agreement.
Affiliates Site Responsibility.
You will be solely responsible for developing, operating and maintaining your site as well as for all Visual and or Audio materials that appear on your site. Further, you agree to indemnify and hold us harmless from all claims, damages and expenses (including, without limitation, attorneys' fees) relating to the development, operation, maintenance, and contents of your site. In addition, you agree that you have no rights, title or interest in or to the Visual and or Audio matters whether created and/or modified by you or us. You also agree not to apply for registration of any of the Audio and or Visual (or any similar there to) anywhere around the net. As part of your site responsibility, you agree that you will not engage, participate or become involved in any action that could be construed as Political Religious and/or Criminal and/or damaging to the reputation of any Onecer Net Audio Visual materials. Further, you agree that your web site information, including, but not limited to name, URL, traffic counts, etc., may be used by Onecer Net.
Net Exposures and Revelations.
You shall not in any way publish or distribute any written material that refers to Onecer Network without first submitting such material to Onecer Net relevant department for written approval, which we agree shall not be unreasonably withheld. Further, you agree to Onecer Net a non-exclusive license to use your names, URLs, titles, logos, ect. to advertise, market, promote and publicize in any manner Onecer rights hereunder; provided, however, that we shall not be required to do so.
Users Visitors and Customers.
A users, visitors and/or customers who clicks on our Audio - Visual links and enters submits information through this Program shall be deemed to be users, visitors and or customers tomers of Onecer Net. As such, all Onecer Net rules, policies and procedures concerning these users, visitors and or customers shall apply including any and all changes to Onecer Net rules, policies and procedures at any time.
Idle Accounts.
Should your account remain idle for 3 consecutive Pay Periods, Onecer Net will close your account after first sending notice to your last known email address.
Term of Agreement.
This Agreement will begin upon your joining our Affiliate Program and receiving an account number and will end when terminated by either party. Either party may terminate this Agreement at any time, with or without cause, by giving the other party written or email notice of termination. Upon termination of this Agreement by either party, you shall immediately cease your use of all Audio and/or Visual materials and halt offering access to Onecer Net.
Modifications.
Onecer Net reserves the right to modify any and all of the terms and conditions of this Agreement, at any time and in our sole discretion, by posting a change notice or a new agreement online. Modifications may include, but not be limited to, changes in the scope of poducts and or servicess associated fees, fee schedules, payment procedures and/or Program rules. Your continued participation following three ( 3 ) days from the posting of notice of any changes in these terms and conditions, will constitute a binding acceptance by you of such changes and/or modifications.
Relationship of Parties.
It is understood and agreed that we are independent contractors pursuant here to, and nothing contained here in shall be construed or deemed to make us partners or joint venturers, nor shall either of us or any of our agents or employees be construed or deemed to be an employee of the other. You have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Section 10.
Limitation of Liability.
Onecer Net shall not be held liable for indirect, special or consequential damages including, but not limited to, any loss of revenue, profits or data arising from operation or performance of this Agreement or the Program, regardless of whether we were informed or had direct or imputed knowledge of the possibility of such damages or loss in advance. Further, Onecer Net aggregate liability (including attorney's fees) arising with the operation or performance of this Agreement or the Program shall not exceed the total monies due and/or payable to you under to this Agreement.
Disclaimers, Representations and Warranties.
You represent and warrant to Onecer Net that the information you supplied to Onecer Net is true and correct and that you are duly organized, validly existing and in good standing and are duly qualified and licensed to do business and to carry out your obligations under this Agreement and execution, performance and delivery of this Agreement does not violate any existing agreement to which you are a party or by which you are bound. Further, Onecer Net make no express or implied warranties or representations with respect to the Onecer Net products or any of the services and or compaign provided through the Onecer Net including, but not limited to, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage. In addition, Onecer Net make no representation that the operation of Onecer site will be uninterrupted or error-free, and Onecer Net will not be liable for the consequences of any interruptions or errors.
Agreement Andemnification.
You shall indemnify and hold Onecer Net and Onecer directors, officers, employees, shareholders, agents, sub-contractors, representatives and affiliated companies (referred to as "Covered Party") harmless from and against any and all claims, actions, suits, damages, injuries, losses, deficiencies, liabilities, obligations, commitments, causes of action, costs or expenses of any kind or nature (including reasonable legal fees and other expenses incurred in investigating and defending against the same, and interest) incurred by such Covered Party resulting any breach of the representations, warranties, covenants, agreements and obligations of you hereunder and any gross negligence or willful misconduct of you or your partners, officers, employees, agents, subsidiaries, parents and affiliates in connection with the provision of services pursuant hereto. Furthermore, you shall notify Onecer Net addministaration of any legal claim, demand, right or cause of action asserted, instituted or threatened against Onecer Net that arises from or in connection with this Agreement, whether or not you are obligated to indemnify Onecer Net for such claim hereunder. The terms of this provision shall survive the termination of this Agreement.
Agreement Review and Acceptance.
You acknowledge that you you have read this Agreement and agree to all of its terms and conditions. You also understand and agree that Onecer Net may operate multiple web sites that may or may not be similar to or compete with this Onecer Net site and that we may solicit customer referrals that may be different than the terms and conditions contained in this Agreement. Further, you agree that you are relying solely on this Agreement in making your decision to enroll and that you are not relying on any representation, guarantee or statement or than as stated in this Agreement.
Agreement Arbitration and Choice of Law.
Any controversies, disputes, actions, causes of action, or other claims arising out of or in connection with the provisions of this Agreement which cannot be settled by mutual agreement shall be finally settled by arbitration in Internet in accordance with the rules of the International Arbitration Association. The arbitrator may enter a default decision against any party who fails to participate in the arbitration proceedings and the decision of the arbitrator shall be final, unappealable and binding and judgment on the award may be entered in any court having jurisdiction thereof. This Agreement shall be governed by and construed in accordance with the laws of the curent Internet site location, without giving effect to the principles of conflicts of laws thereof.
Agreement Assignment.
This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, permitted assigns and legal representatives, including the purchaser of the stock or assets of either party here to. Nothing in this Agreement is intended to confer any rights or remedies on any person or entity, which is not a party to this Agreement. Neither this Agreement nor any obligation hereunder may be assigned, transferred, or delegated, voluntarily or by operation of law, by either party hereto without the prior written consent of the other party here to; provided, that no such consent shall be necessary for such an assignment, transfer or delegation by Onecer to any of Onecer Net wholly-owned subsidiaries.
Entire Agreement.
Unless otherwise agreed to in writing by the parties here to, this Agreement constitutes the entire agreement between Onecer Net as to the subject matter here of and supersedes all prior or contemporaneous written or oral agreements or representations between the parties. The invalidity, illegality or un-enforceability of any provision of this Agreement shall not affect the validity, legality or enforceability of any other provisions of this Agreement, all of which shall remain in full force and effect. No failure or delay by us to exercise and no course of dealing with respect to any of our rights regarding your obligations of this Agreement shall operate as a waiver thereof. Any single or partial exercise by Onecer Net of any of our rights shall not preclude Onecer from any other or further exercise of any such right or the exercise of any other right. Any single or partial waiver by Onecer Net of any of your obligations under this Agreement shall constitute a waiver of such obligation only as specified in such waiver and shall not constitute a waiver of any other of your obligations.
Agreement Captions.
Each caption of this Agreement shall be used as a heading only and shall in no way be construed to limit the meaning and/or interpretation of each Section of this Agreement as regards to its function, use and understanding.
Agreement Confidentiality.
The information and services provided through Onecer Net Audio and/or Visual materials on the Onecer Net are proprietary in nature and, by enrolling, you acknowledge that you are not a competitor of Onecer Net and agree not to share this information with any competitors.
Agreement Non-Circumvention.
As an Affiliate, you hereby agree that neither you nor your respective shareholders, directors, officers, employees, affiliates, agents, representatives, successor and assigns, without limitation, will circumvent or attempt to circumvent Onecer and/or Onecer Net with respect to entering into any business transaction or communicating or marketing or making any contact with any Distributor or any third party who provides products or services for any of the Programs offered or marketed by Onecer and/or Onecer Net during the period you are an Affiliate and for a period of at least two (2) years from the time you terminate your Affiliation with Onecer and/or Onecer Net without prior written consent from Onecer corporate.
Agreement Proprietary Rights.
All rights, title and interest in and to any and all customers shall be owned exclusively by Onecer Net including, but not limited to, names, addresses, URLs, financial profiles and any and all other information submitted to Onecer Net. The terms of this provision shall survive the termination of this Agreement.

Terms and Conditions

Guidelines for Approved Email Compaign