yalst LiveSupportTool - Affiliate Program
Terms & Conditions (as of December 2007)

This is a legal agreement between you and rostock-digital. By clicking on the "Submit" button at the end of the affiliate online application, you agree to be bound by the terms and conditions of this agreement. Please read this entire agreement carefully before accepting its terms.

This agreement contains the complete terms and conditions between rostock-digital and you, the applicant, regarding your application to participate in the yalst Affiliate Program (the "Affiliate Program"). Upon our acceptance of your application and execution of this agreement by you, or a duly authorized representative of yours, in the place provided below, this will be a legally binding agreement between you and rostock-digital.

1. Application for the yalst Affiliate Program

1. Your participation in the program is solely for this purpose: to legally advertise our website to receive a commission on products and services purchased by individuals referred to rostock-digital by your own website.

2. The only way for you to apply for participation in the affiliate program is to properly complete the affiliate program application at
http://www.yalst.com/about/affiliates-signup.php
and submit the application to us via our web site. We will review the application and will notify you of our decision whether to accept the application or reject it. We reserve the right to accept or reject the application at our sole discretion.

3. An application will be automatically rejected if it is submitted from an entity that has a web site that violates intellectual property rights or contains or promotes any of the following:
- Discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
- Sexually explicit materials
- Violence
- Unlawful activities
If, at a later time after the application is accepted, your web site is found to have any of the above characteristics, we reserve the right, at our sole discretion, to terminate this agreement.

2. Links to our Web Site(s)

1. After we have notified you of acceptance of the application, we will grant you access to our affiliate area to enable you to provide one or more links from your site to our site(s). In the affiliate area we will provide you with instructions and special links designed for accurate tracking and reporting for all links between your site and our site(s) and you will be solely responsible for properly utilizing the special links once established, the special links will be used to determine any fees that may be paid. Failure by you to maintain the special links as instructed may result in a loss to you of fees.

2. We will process orders that are placed on our site by customers who follow the special links directly from your site to our site(s) (the "referred orders"), and will record those orders as being associated with a referral through the special links from your site. We will make available to you a report summarizing that sales activity.

3. You may use graphic and text links both on your website and within in your email messages. You may use the graphics and text provided to you by us, or you may create your own as long as they are deemed appropriate according to the conditions outlined in condition 2 (d) and 6.

4. Your affiliate application and status in the program may be suspended or terminated for any of the following reasons:
- Inappropriate advertisements (false claims, misleading hyperlinks, etc.)
- Spamming (mass email, mass newsgroup posting, etc.)
- Advertising on sites containing or promoting illegal activities
- Violation of intellectual property rights

Rostock-digital reserves the right to terminate any affiliate account at any time, for any reason.

3. Affiliate Referral Fees

1. We will pay a fee to you, in accordance with the affiliate referral fee schedule below (the "affiliate referral fee"), based on the referred orders that have been recorded. For a referred order to generate a fee, the order must meet the following conditions:
- A customer must have followed the special links from your site to our site(s).
- A customer must have chosen one or more products.
- A customer must have ordered the products through our ordering system while being recognized as explained in 3 (3).
- That customer must have accepted delivery of and paid us in full for that order.

2. Technically your special links and orders on our site(s) can only be connected when the customer or the customer's browser allows a cookie to be set that enables us to recognize the customer. When this person decides to buy a product or service from rostock-digital, a script will look for this cookie and try to match the order to any special link to identify the affiliate who will be awarded the affiliate referral fee. Visitors sent through your special link may make a purchase of the download or hosted version of the yalst LiveSupportTool later in time and the affiliate referral fee will still be awarded if the cookie is present in their browser.

3. The affiliate referral fee will only be awarded to the affiliate with special link the customer has followed last before the order.

4. Orders placed subsequent to the referred order other than through a special link as a referred order are not eligible for the affiliate referral fee.

5. All customers who purchase product from us under the affiliate program shall be deemed customers of rostock-digital. Accordingly, those customers and their transactions with us shall be governed by all the policies, terms and conditions that customers of rostock-digital are subject to.

6. You must not purchase products for your own use using the special links from your site to our site(s). If you do so, rostock-digital reserves the right to deduct the payment of the fee for this order or to terminate your affiliate account.

4. Affiliate Referral Fee Schedule

You will earn an affiliate referral fee based on the net sales revenue of qualified referral orders less shipping and handling charges, taxes collected, service contract revenue, and any other non-product charges on that order (referral order revenue) as follows:

1. For the first-time purchase of a regular download version of the yalst LiveSupportTool the referral fees shall be twentyfive percent (25%) of the referral order revenue. Updates and upgrades will not be compensated.

2. For the first-time purchase of the hosted version of the yalst LiveSupportTool the referral fees shall be fifty percent (50%) of referral hosting fees for the first three (3) month. Updates and Upgrades will not be compensated.

3. The download of a tryout version ("Trial Version") of the download version of the yalst LiveSupportTool will only be compensated if the Trial Version is converted into regular download version of the yalst LiveSupportTool within the fourteen (14) days tryout period.

4. The request of a tryout version ("Test Access") of the hosted version of the yalst LiveSupportTool will only be compensated if the Test Access is converted into regular hosted version of the yalst LiveSupportTool within the seven (7) days tryout period.

Other purchases on your site(s) not outlined in condition 4 (1), 4 (2), 4 (3) and 4 (4) will not be compensated.

At our sole discretion, we may establish other special referral rates for special promotions.

5. Affiliate Referral Fee Payment

1. Within approximately 14 days following the end of quarter of the year, we will remit you the money earned on the referral order revenue for products that were purchased during that quarter of the year. If the fees payable to you for any quarter of the year are less than EUR 25.00, we will hold payment until the quarter of the year in which the accumulated EUR 25.00 minimum is met. For affiliates based in Germany the payment may be made as bank transfer and by PayPal, for all other countries only PayPal will be used.

2. If a qualified referral order is returned by a customer, the associated affiliate referral fee will be deducted from the fees to be paid to you. In the case that the fees for returned products exceed the balance of fees to be paid to you, you may be billed for that excess.

3. Other payment to you e.g. for advertisement costs or expenses which are not outlined in condition 4 (1), 4 (2), 4 (3) and 4 (4) are excluded.

6. Limited Licenses

1. We grant to you a nonexclusive, revocable, non-transferable, non-sublicenseable right and license to use the special links for the sole purpose of displaying the special links on your website with the URL specified in your application in order to connect your site to our site and our other names, marks or symbols (the "licensed materials") for the sole purpose of advertising, promoting or marketing your affiliate relationship with us.

2. You acknowledge that, except for the license expressly granted in this agreement, you have not acquired and will not acquire any right, interest or title to the special links or the licensed materials by reason of this agreement or through the exercise of any rights in the special links or the licensed materials granted to you hereunder. You further acknowledge that all proprietary rights in the special links and the licensed materials and the goodwill associated therewith are solely owned by and belong to us, and that all additional goodwill associated with the special links and the licensed materials created through their use by you will inure to our sole benefit.

3. As between you and us, we will be considered the creator of the special links and the licensed materials, and all rights in the special links and the licensed materials will be our property. In addition, you hereby grant, assign and convey to us any and all rights you may now have or may be deemed to have in the future with respect to the special links and the licensed materials or any portion of them. You agree not to register or attempt to register any brand, names, marks, or other elements of the special links or the licensed materials as a trademark, service mark, Internet domain name, trade name, or any similar trademarks or name, with any domestic or foreign governmental or quasi-governmental authority which would be likely to cause confusion with any of the special links or the licensed materials.

7. Duration and Termination

1. This agreements has to be closed for at least three (3) month. This agreements shall only come into existence until your application for the affiliate program is accepted by us.

2. This agreement may be terminated seven (7) days before the end this time period. Otherwise the contract will be automatically renewed under the same time and fee structure unless you give written notice to us seven (7) days before the renewal date that you do not wish to renew or make changes to such term of this agreement.

3. Rostock-digital reserves the right to terminate this agreement and any affiliate account at any time, for any reason.

8. Liability

Rostock-digital will not be liable for indirect or accidental damages (loss of revenue, commissions) due to affiliate tracking failures, loss of database files, and any results of "intents of harm" to the program and/or to our website(s). We do not make any expressed or implied warranties with respect to the affiliate program and/or the products or services sold by rostock-digital. We make no claim that the operation of the affiliate program and/or our website(s) will be error-free and we will not be liable for any interruptions or errors.

9. Terms of the Agreement

The terms of this agreement begin upon your acceptance in the yalst Affiliate Program and will end when your affiliate account is terminated. The terms of this agreement may be modified by us at any time. If any modification to the terms of this agreement are unacceptable to you, your only choice is to terminate your affiliate account. Your continuing participation in the program will constitute your acceptance of any change.

10. Privicy and Confidentiality

Information about this agreement, financial and business information and information about customers, prices and selling must be kept secret and must never be revealed to any third party. Under no circumstances these information must not be used for your own business purposes.

11. Governing Law

Any action related to this agreement will be governed by the laws of Germany. The courts of Rostock, Germany will have exclusive jurisdiction and venue over any dispute arising out of this agreement, and you hereby consents to the jurisdiction of such courts. No choice of law rules and of any jurisdiction will apply.

12. Severability

If any provision of this agreement is held to be unenforceable, this agreement will remain in effect with the provision omitted, unless omission would frustrate the intent of the parties, in which case this agreement will immediately terminate.

13. Integration

This agreement, including any terms contained in your entitlement, is the entire agreement between you and rostock-digital relating to its subject matter. It supersedes all prior or contemporaneous oral or written communications, proposals, representations and warranties and prevails over any conflicting or additional terms of any quote, order, acknowledgment, or other communication between the parties relating to its subject matter during the term of this agreement. No modification of this agreement will be binding, unless in writing and signed by an authorized representative of each party.