Partner Terms and Conditions

2. Process for enrolling in the mBox Partner Program
To begin the enrolment process you must submit the online application on the Partner Registration page. Upon receipt of your application we will evaluate it and notify you of its acceptance or rejection. 

Affiliate partner applicants will be provided with a Partner ID and Password within 1 business day of submitting the application.

Campaign and Wholesale applicants will be contacted to organise a phone conference or other meeting to discuss your requirements. During this conference we will evaluate your application. If your application is accepted you will be required to complete and sign two copies of the agreement.

The agreement will not come into operation until signed by an mBox representative.
Although we hope your application will be successful, we reserve the right to reject or cancel applications for any or no reason. For example, we may reject or cancel your application or current subscription if we determine that your site is unsuitable for the Program, including if it:

1. Promotes sexually explicit materials
2. Promotes violence
3. Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
4. Promotes illegal activities
5. Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law
6. Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion.
7. Contains software downloads that potentially enable diversions of commission from other partners in our program.
8. Utilizes Pop-Up, Pop-Under, or automatic Redirects to link to our site. Any method that automatically plants an partner cookie is strictly prohibited. The use of our Full Page Creative is fine, however, any method that automatically redirects the customer to mBox's website by execution of an partner link is in violation of the mBox Partner Program Agreement. The customer must click on a mBox partner link to set the partner cookie.
   Our employees are not eligible to become Partners.

If we reject your application, you are welcome to reapply to the Program at any time. You should also note that if we accept your application and your site is thereafter determined (at our sole discretion) to be unsuitable for the Program, we may terminate this Agreement.
Partners who are terminated from the Program are forbidden to reapply at any time in the future. Any such attempts to do so will result in commissions not being issued.

3. Links on Your Site
We grant you a revocable, non-exclusive, worldwide, royalty-free license for the duration of the term of this Agreement, solely for purposes of facilitating referrals from your site to our site, to establish and maintain lists, links and search boxes as detailed below:

4. Order Processing
We will process signup orders placed by customers who follow Special Links from your site to the mBox site. We reserve the right to reject orders that do not comply with any requirements that we periodically may establish. We will be responsible for all aspects of order processing. Among other things, we will hold and store end user customer details, process payments and cancellations and handle customer service. We will track sales made to customers who signup for the mBox service using Special Links from your site to our site and will send you reports summarising sales activity. The form, content and frequency of the reports may vary from time to time at our discretion. To permit accurate tracking, reporting and fee accrual, you must ensure that the Special Links between your site and our site are properly formatted. We will not be liable for paying referral fees on customer subscriptions that are not correctly tracked and reported because the links between your site and our site are not properly formatted.

5. Referral Fees
For a customer subscription to generate a referral fee, the customer must follow a Special Link (in the format specified by us) from your site to the mBox site; signup on the mBox site (or co-branded site) using our automated subscriber registration system, accept our End User Terms and Conditions of service (and any other Agreements prevailing from time to time) and remit full payment to mBox.
We will pay referral fees for subscriptions arising from any hyperlink from your site linking to the mBox site, unless the customer comes to the mBox site through another affiliate or link tracked directly by mBox marketing, advertising, or search engine optimisation.

Products that are entitled to earn referral fees under the rules set forth above are hereinafter referred to as "Qualifying Products". The currently available Qualifying Products are:

• mBox MessageIn

Changes to the available Qualifying Products will be notified in writing to the Partner. Each Partner will belong to a particular Partner Level:

• Affiliate Partner
• Campaign Partner
• Wholesale Partner

In addition, you may not directly or indirectly offer any person or entity any consideration or incentive (including, without limitation, payment of money or awarding of any benefits) for using Special Links on your site to access our site (eg: by implementing any "rewards" Program for persons or entities who use Special Links on your site to access our site). If we determine, in our sole discretion, that you have offered any person or entity any such consideration or incentive, we may (without limiting any other rights or remedies available to us) withhold any referral fees otherwise payable to you under this Agreement.

"Session" shall mean the period beginning upon a visitor's entry to our site via a Tagged Link (regardless of whether the visitor leaves and then returns to the site) and ending 14 days thereafter if the visitor accepts "cookies" from our site (see explanation below).
Any Session in progress will automatically terminate upon the expiration or termination of this Agreement or upon the visitor deleting our cookie.

Note regarding "Cookies": To keep track of the Session, we use a small text file called a "cookie" that is placed on the hard drive of the visitor's computer. Some web browsers permit users to elect not to receive cookies. Only visitors who accept cookies can be tracked for referral fees. You understand that no referral fee can be paid for any purchase made by a visitor who does not accept "cookies" or who has deleted our "cookies" during or after a session.

6. Fee Payment
Affiliate Partners, we will pay you referral fees on a monthly basis when you have met the minimum requirement of AUD$50.00. Approximately 30 days following the end of each calendar month, we will send you payment for the referral fees earned on Qualifying Products for which mBox received payment during that month, less any taxes that we are required by law to withhold. However, if the fees payable to you for any calendar month are less than AUD$50.00, we will hold those fees until the total amount due is at least AUD$50.00 or (if earlier) until this Agreement is terminated. If a Product that generated a referral fee is cancelled by the customer and the fee refunded, we will deduct the corresponding fee from your next payment. If there is no subsequent payment, we will send you an invoice for the fee.

Campaign Partners, we will pay you referral fees on a monthly basis when you have met the minimum requirement of 50 active referrals. Approximately 30 days following the end of each calendar month, we will send you payment for the referral fees earned on Qualifying Products for which mBox received payment during that month, less any taxes that we are required by law to withhold. However, if the fees payable to you for any calendar month are less than AUD$50.00, we will hold those fees until the total amount due is at least AUD$50.00 or (if earlier) until this Agreement is terminated. If a Product that generated a referral fee is cancelled by the customer and the fee refunded, we will deduct the corresponding fee from your next payment. If there is no subsequent payment, we will send you an invoice for the fee.

Wholesale Partners, we will pay you referral fees on a monthly basis. Approximately 30 days following the end of each calendar month, we will send you payment for the referral fees earned on Qualifying Products for which mBox received payment during that month, less any taxes that we are required by law to withhold. However, if the fees payable to you for any calendar month are less than AUD$50.00, we will hold those fees until the total amount due is at least AUD$50.00 or (if earlier) until this Agreement is terminated. If a Product that generated a referral fee is cancelled by the customer and the fee refunded, we will deduct the corresponding fee from your next payment. If there is no subsequent payment, we will send you an invoice for the fee.


We will pay according to the following scale. Revenue per Calendar Month from Qualifying Products Percentage:

• Affiliate Partner 10 %
• Campaign Partner 20 % (50 Active Referrals for Payment Commencement)
• Wholesale Partner Up to 45% of RRP

7. GST
Where the Partner is an Australian entity, the fee forwarded to the Partner will be inclusive of GST and mBox will issue a recipient generated Tax Invoice for the amount of the fee including GST. The Tax Invoice will be forwarded electronically to the accounting email contact address of the Partner following transfer of the fee amount to the Partner's nominated bank account.

8. Policies and Pricing
For the avoidance of doubt, customers who buy Products through the Affiliate or Campaign Levels of the Program will be customers of mBox. Accordingly, all mBox rules, policies and operating procedures concerning customer orders, customer service and Product sales will apply to those customers. Such policies and operating procedures may be changed at any time. For example, mBox will determine the prices to be charged for Products sold under this Program in accordance with its own pricing policies. Product prices and availability may vary from time to time. Because price changes may affect Products that you already have listed on your site, you must not include price information in your Product descriptions. mBox will use commercially reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any particular Product. Customers who purchase mBox services through the Wholesale level of the Program will be and remain customers of the Partner.

9. Identifying Yourself as an Partner
We will make available to you a link to small graphic image that identifies your site as a Program participant. You may display this logo or the phrase "mBox Partner" somewhere on your site. We may modify the graphic image from time to time. In addition, we encourage (but do not require) you to include a link to the mBox website at http://www.mbox.com.au

You may not make any press release with respect to this Agreement or your participation in the Program without our prior written consent, which may be given or withheld in our sole discretion. You must e-mail mailto:partners@mbox.com.au if you wish to get written consent.

10. Limited License
We grant you a nonexclusive, revocable right to use the materials described in Section 3 and such other images for which we grant express permission, solely for the purpose of identifying your site as a Program participant and to assist in generating Product sales. You may not modify the icon or any of our images in any way. We reserve all of our rights in the icon, any other images, our trade names and trademarks, and all other intellectual property rights. We may revoke your license at any time by giving you written notice.

11. Responsibility for Your Site
You will be solely responsible for the development, operation and maintenance of your site and for all materials that appear on your site. For example, you will be solely responsible for: the technical operation of your site and all related equipment; creating and posting Product descriptions on your site and linking those descriptions to the mBox catalogue using Special Links and special link formats provided by us; the accuracy and appropriateness of materials posted on your site (including, among other things, all Product-related materials) ensuring that materials posted on your site do not breach or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy or other personal or proprietary rights; ensuring that materials posted on your site are not defamatory or illegal. We disclaim all liability for these matters. Further, you will indemnify and hold us harmless from all claims, damages and expenses (including, without limitation, legal fees) relating to the development, operation, maintenance and contents of your site.

12. Term of the Agreement
The term of this Agreement will begin upon our acceptance of your Program application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. You are only eligible to earn referral fees on sales of Qualifying Products occurring during the term and fees earned up to the date of termination will remain payable only if the related orders are not cancelled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid. Upon termination of this Agreement, you must promptly return to us, or at our request, destroy any and all of our intellectual or proprietary property, information and/or materials in your possession and, subject to receiving written consent to the contrary from us, remove all hypertext links to our site from your site.

13. Modification
We may modify any of the terms and conditions contained in this Agreement, at any time and at our sole discretion, by posting a change notice or a new agreement on our site. Modifications may include, for example, changes in the scope of available referral fees, fee schedules, payment procedures and Program rules. If any modification is unacceptable to you, your only recourse is to terminate this agreement. Your continued participation in the Program following our posting of a change notice or new agreement on our site will constitute binding acceptance of the change.

14. Relationship of Parties
You and we are independent contractors and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties or our respective Associates. You will have no authority to make or accept any offers or representations, guarantees or warranties on our or our associates' behalf, including with respect to our or our associates Products or services. You will not make any statement or representation, whether on your site or otherwise, that you are connected or affiliated with us or our site, other than for the purpose of referring users to our site as defined under this Agreement, or that otherwise reasonably would contradict anything in this Section.

15. Limitation of Liability
Neither we, nor any of our associates, will 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, or any of our associates, have been advised of the possibility of such damages. Further, to the fullest extent permitted by law, our and our associates' collective 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 at the time the act or omission giving rise to the liability occurred.

16. Disclaimers
To the fullest extent permitted by law, neither we nor any of our associates makes any express or implied warranties or representations with respect to the Program or any Products sold through the Program (including, without limitation, warranties of fitness, merchantability, non-infringement or any implied warranties arising out of a course of performance, dealing, or trade usage), and the same are hereby excluded. In addition, neither we, nor any of our associates, make any representation that the operation of our site will be uninterrupted or error-free and none of us will be liable for the consequences of any interruptions or errors.

17. Independent Investigation
You acknowledge that you have read this agreement and agree to all its terms and conditions. You understand that we or any of our associates 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.

18. Governing Laws
This Agreement will be governed by the laws of the State of Western Australia.

19. Warranty
We make no express or implied warranties or representations with respect to the Program or any products sold through the Program (including, without limitation, warranties of fitness, merchantability, non-infringement or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, we make no representation that the operation of our site or the links or Tagged Links will be uninterrupted or error-free, or will not be re-routed or "black holed." As a result, we might temporarily be unable to capture information regarding Tagged Links. We will not be liable for the consequences of any such interruptions or errors. The Program is intended for commercial use only. 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 or maintain partners 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.

20. Notices
Notices to you are effective if provided in writing to the postal addresses, electronically to the e-mail address set forth in the application or if posted on our website. Notice to us may be given in writing to: