Cash Home Buyers > Terms and Conditions
Website Territory Leasing Agreement
WHEREAS, the individual or business signing up for a territory (hereinafter “Affiliate”) wishes to lease from Greenlight Development, Inc. (hereinafter “Owner”), the right to receive all marketing benefits, as hereinafter set forth, (hereinafter “the Benefits”) for the selected territory described by the zip codes indicated in the drop down menu for said territory (hereinafter “the Territory”), generated from Owner’s web site located on the Internet at www.CashHomeBuyers.com (hereinafter “the Site”), and other benefits associated with being an Affiliate, including, but not limited to, having customers “click through” the Site to Affiliate’s web page (hereinafter “the Page”, whether the Page is supplied by Owner, a third party or Affiliate).
WHEREFORE, Owner and Affiliate agree to be bound by the following Terms and Conditions of this Lease (hereinafter “the Lease” or “this Lease"), to-wit:
1. Term; Renewal: The term of this Lease shall be one year, upon clearance of funds. Affiliate may renew this lease for a period of 1 year (the Extended Term), commencing immediately at the end of the prior term (the Renewal Date), so long as Affiliate is in full compliance with all of the terms and conditions contained herein at the time of renewal. Affiliate shall have the right to renew this Lease a total of 19 times for a total of twenty years.
2. Lease Fee; Payment: The initial monthly Lease Fee shall be as agreed to by the parties and paid by Affiliate, and shall remain fixed for 12 months. The total of these 12 monthly payments shall be known as the Initial Lease Fee. The Renewal Fee for the first annual renewal of this Lease shall be equal to the Initial Lease Fee. Thereafter, the Renewal Fee for each subsequent annual renewal shall increase 5% above the Renewal Fee for the prior year. The Renewal Fee for each year shall be paid in 12 equal monthly payments beginning on the renewal date of this Lease. Time is of the essence as to all terms of this Lease.
3. Termination: A. Failure to Pay: On the 7th day after any monthly or other payment is due and unpaid, all of Affiliate’s rights under the Lease shall be suspended, including redirection of email from potential customers (hereinafter “Customer Inquiries”) and Internet traffic from the Site and/or the Page, to Owner, without penalty or liability of any kind on Owner’s part. In order to regain access to the Affiliate benefits under this Lease, Affiliate will pay all past due amounts plus a $50.00 administrative fee. If Affiliate regains re-use of Customer Inquiries, Owner may transmit to Affiliate any Customer Inquiries, contacts or other data redirected to Owner during the period of suspension, but is under no obligation to do so, and no penalty for not doing so. On the 31st day past the due date for any monthly or other payment, Affiliate’s right to reinstate the Lease will be considered abandoned by the Affiliate and Owner shall regain full right to the Customer Inquiries, the Site and the Page, free of any claim by or obligation to Affiliate.
B. Breach of Other Terms: Absent any other terms to the contrary contained elsewhere in this Agreement, if, in Owner’s judgment, Affiliate has breached any other terms or conditions of this Agreement, on the 7th day after Owner has transmitted Notice of said breach to Affiliate, all of Affiliate’s rights under the Lease may be suspended, including redirection of Customer Inquiries and Internet traffic from the Site and/or the Page, to Owner, without penalty or liability of any kind on Owner’s part. If Affiliate satisfies Owner that there was no breach or will be no further breach and regains re-use of Customer Inquiries, Owner may transmit to Affiliate any Customer Inquiries, contacts or other data redirected to Owner during the period of suspension, but is under no obligation to do so, and no penalty for not doing so. If Affiliate does not satisfy Owner that there was no breach or will be no further breach by the 31st day past the day Owner has transmitted Notice of said breach to Affiliate, Affiliate’s right to reinstate the Lease will be considered abandoned by the Affiliate and Owner shall regain full right to the Customer Inquiries, the Page and the Site, free of any claim by or obligation to Affiliate.
C. Activities Detrimental to Reputation: If Affiliate is the subject of any publicity, charges, complaints or allegations of wrong-doing which Owner reasonably considers detrimental to the reputation of Affiliate, Owner, the Site, or other Affiliates, Owner shall have the right, but not the obligation, to immediately suspend Affiliate’s access to and use of the Site, the Page and other privileges under this Lease, without penalty or liability of any kind on Owner’s part. Owner shall notify Affiliate of such suspension in a timely manner. If Affiliate does not satisfy Owner that there was no reasonable basis for such suspension by the 31st day past the day Owner has transmitted Notice of said suspension to Affiliate, Affiliate’s right to reinstate the Lease will be considered abandoned by the Affiliate and Owner shall regain full right to any Customer Inquiries generated during said suspension, the Page and the Site, free of any claim by or obligation to Affiliate.
4. Rights of Affiliate: During the Initial Term and/or Renewed Term of this Lease, and subject to the terms and conditions elsewhere in this Lease, Affiliate shall have the following rights regarding the Site and the Page, to-wit:
A. Exclusive right to receive all Customer Inquiries in Affiliate’s territory generated by the Site, the Page or Affiliate’s marketing efforts.
B. Right to use the Site and Domain Name in all marketing pieces and promotions.
C. Right to use the Page, the Site and Domain Name for up to 20 years with only a 5% per year increase in monthly fees.
D. Right to control the content of the Page.
E. Exclusive ownership of all content which Affiliate places on the Page.
F. Right to all Customer Inquiries in Affiliate’s territory received by Affiliate due to marketing efforts of Owner, other Affiliates or other parties, without additional cost to Affiliate.
5. Dishonored Payment: If any payment from Affiliate to Owner is not honored in full at its initial presentation to Affiliate’s financial institution, Owner may immediately suspend Affiliate’s access to Customer Inquiries and use of the Site and the Page until full payment is made in collected funds. Full payment means that Affiliate shall pay to Owner an administrative fee of $50.00, together with the full amount of the dishonored payment, in order to reinstate Affiliate’s rights under the Lease. If such payment is not made within 30 days of notification to Affiliate of dishonor, Affiliate shall be deemed to have abandoned this Lease, and all rights thereto shall revert to Owner, without penalty or liability of any kind to Owner.
6. Site Ownership: Owner retains ownership and administrative control over the Site and the Page at all times during the term of this Lease.
7. Other Affiliates: Affiliate acknowledges that Affiliates in other Counties/Parishes may acquire the right to Customer Inquiries in those Counties/Parishes generated from the Site, the Page or Affiliate’s other advertising, free of claims of any kind by Affiliate. Affiliate or its affiliates or agents may not Trademark, Service Mark, Copyright or Patent the Site or the Page. Should the Affiliate Trademark, Service Mark, Copyright or Patent the Site or the Page, then said licenses shall immediately revert to Owner.
9. Restrictions on Use: The Page shall never be used to direct traffic to a website that conducts or promotes illegal activities. Affiliate also agrees not to use the Page for anything other than for purposes described above and specifically not to promote or distribute pornography, gambling sites, or prescription drug sites or any “SPAM” activities of any kind. Failure to abide by this Condition shall authorize Owner to immediately suspend Affiliate’s use of the Site. If, within 30 days of said suspension of service, Affiliate has not satisfied Owner that said violation will not happen again, Owner may terminate this Lease, subject only to the obligation to refund Affiliate’s pro-rated unused monthly payment.
10. Legal Compliance: Affiliate’s use of the Customer Inquiries and Page must comply with all applicable Local, National and International Laws and Regulations.
11. Affiliate’s Web Page: The Affiliate is solely responsible for any and all materials on the Page placed there by Affiliate or at Affiliate’s direction or which are accessed through the Page.
12. Duty of Defend; Indemnification: The Affiliate must vigorously and in good faith defend the Owner against any third party action arising from the Affiliate's use of the Site, the Page or Customer Inquiries, in any court of law, arbitration hearing or other tribunal. Affiliate agrees to indemnify, defend and hold harmless Owner, its officers, directors, managers, employees, agents, licensors, suppliers, and any third-party information providers to the Site from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from Customer Inquiries supplied to Affiliate or Affiliate’s use of the Page. This indemnification specifically includes, but is not limited to, all issues arising from any suspension of service resulting from Affiliate’s failure to timely pay monthly fees to Owner, other charges due from Affiliate to Owner, or Owner’s belief that said payment(s) had not been made in a timely manner or that Affiliate had breached any other terms of this Lease.
13. No Ownership: Affiliate has no ownership rights to the domain name, the Site or the Page other than those specifically set forth in this Lease.
14. No Transfer or Sub-Leasing: The Affiliate shall not sell, transfer or sub-lease in any way the Page or Customer Inquiries. Attempts to do so shall be conclusive evidence that Affiliate has abandoned the Page and/or Customer Inquiries and Owner may immediately terminate this Lease, without penalty or liability of any kind.
15. Breach of Other Agreements: Breach of any of the Terms and Conditions of this Lease or of the Terms and Conditions of the Site shall also be considered a breach of the Terms and Conditions of any other site or page which Affiliate may be using with permission of or leasing from Owner or any of its affiliates or subsidiaries. Likewise, breach of the Terms and Conditions of any other site which Affiliate may be leasing from, or using with permission of, Owner or any of its affiliates or subsidiaries, shall be considered a breach of these Terms and Conditions. In either case, Owner may immediately suspend Affiliate’s right to use any and/or all of said Sites, pages or uses, until said breach(es) is/are cured to Owner’s satisfaction.
16. Modification: These Terms and Conditions may be modified by Owner and become effective upon 30 days notice to Affiliate, with the exception of Sections 1 and 2, which shall not be unilaterally modified. This Notice may be given to Affiliate via e-mail, in addition to the methods set forth in Section 21, below. Owner shall not be bound by any oral statement or representation by any employee, agent, representative, or sales person concerning the terms of this Lease or the dealings of the parties.
18. Headings: All headings and section numbers are purely for convenience and shall not be included in interpreting anything written herein.
19. Arbitration; Governing Law; Jurisdiction: Any controversy, claim or dispute between or among the parties to this Lease, arising out of or in any manner relating to this Lease, to the transaction between the parties to this Lease, or to any other matter between the parties to this Lease, shall be determined by binding arbitration pursuant to the rules of the American Arbitration Association and not by a court of law. Moreover, any dispute over the interpretation or scope of these mandatory binding arbitration provisions, and any dispute over the arbitratability of any controversy, claim or dispute (including but not limited to any allegation of waiver of these provisions or any part of them), shall be decided by the arbitrator(s) and not by a court of law. The arbitrator(s) shall have the power to grant any remedy or relief the arbitrator(s) deem just or equitable. The award rendered pursuant to the arbitration provisions shall be final. All hearings shall be held in Charlotte, North Carolina. Only the laws of the State of North Carolina shall be applied. Affiliate agrees that any Court or Arbitrator interpreting or construing any part of this Lease shall not apply a presumption that the terms hereof shall be more strictly construed against one party by reason of the rule of construction that a document is to be construed more strictly against the part who itself or through its agent prepared same.
20. No Waiver of Rights: No waiver of any right provided by this Lease shall be effective unless stated in writing and signed by the party against whom enforcement of the waiver is sought. No waiver by a party of any breach of any provision of this Lease shall be construed as a waiver of any later breach.
21. Beneficiaries: This Lease is binding upon the heirs, executors, administrators and successors of the respective parties, and those persons who would have any claim by or through the parties.
22. Notices: All notices required or permitted herein shall be in writing, signed by the party giving the notice and delivered either: (1) in person, (2) by an overnight delivery service, prepaid, (3) by facsimile transmission (FAX), or (4) by US Postal Service, postage prepaid, registered or certified return receipt requested.