Terms And Conditions
BELKIN INTERNATIONAL, INC.
Terms And Conditions of The Belkin Partner Advantage Program
The following sets forth the terms and conditions applicable to authorized resellers of Belkin and Linksys products who are participants in The Belkin Partner Advantage Program (the "Program"Â).
Belkin reserves the right in its sole discretion to modify these terms and conditions, or terminate the Program, at any time upon thirty (30) days notice to participants in the Program. Benefits accrued prior to the date of any termination of the Program shall remain valid thereafter subject to the terms and conditions set forth below, which may be amended from time to time by Belkin in its discretion.
- Market development funding ("MDF") is accrued, not earned.
- MDF is valid and available solely for the two calendar quarters immediately following the quarter that such MDF funds were accrued. Any unused MDF will automatically expire following the last day of the second quarter after the quarter in which such MDF was accrued.
- Activities for which MDF may be used must be approved in advance in writing by Belkin. Belkin reserves the right in its sole discretion to reject any use or proposed use of MDF for activities it deems inappropriate.
- MDF will be used solely to promote Belkin and Linksys products and services.
- Belkin reserves the right to audit and confirm all claims for MDF and to monitor each Program participant's compliance with these terms and conditions and other Program requirements.
- Activities for which MDF may be used must be conducted in accordance with all applicable foreign, federal, state and local laws, rules and regulations, including, without limitation, all U.S. federal and state, as well as foreign, laws, rules and regulations relating to advertising, marketing and privacy.
- Belkin is required to collect tax reporting information from all Program participants who earn points through the PartnerAdvantage Points Program. If a participant does not receive a request from Belkin requesting tax reporting information, it is the participant's responsibility to request one.
- If a participant is domiciled in a jurisdiction outside the United States or any other jurisdiction that may have laws or regulations imposing particular restrictions or conditions on the Program, it is the participant's responsibility to be aware of them.
- Notwithstanding anything to the contrary in these terms and conditions, Belkin is not responsible for any tax reporting or other obligations of any Program participants with respect to points earned through the Program. By entering into the Program, each participant agrees that any such tax reporting or other obligations are solely the responsibility of participant.
- Under no circumstances is Belkin required to hold or sponsor partner councils or partner conferences, provide channel newsletters or online or on-site training, or hold promotions or contests. Such activities will be held solely at Belkin's discretion.
Benefits available to Program participants that qualify as Silver, Gold, or Platinum Partners are only available to such participants that participate in Belkin-sponsored quarterly business planning, and quarterly revenue, marketing and training target programs
The following terms and conditions govern the Belkin UMAP. To the extent of any conflict or ambiguity between these terms and conditions and those of the UMAP, these terms and conditions shall control. Terms used herein and not otherwise defined have the meaning ascribed to them in the UMAP.
- Belkin will maintain an updated list of Products covered by the UMAP. Belkin reserves the right to update or modify this list at any time.
- The currently effective list of Products will always be posted in the "Resource Center" of the portal. It is the obligation of the participating reseller to check there for any updates.
- The list in the resource center is intended to be a comprehensive list. Inclusion on the list shall not be construed as authorization for any given reseller to sell any or all such Product(s); such authorization shall only be granted pursuant to written agreement (or other written authorization) between each reseller and Belkin with respect to applicable Product(s).
- Belkin reserves the right, in its unilateral discretion, to terminate a reseller for violation of the UMAP, including these terms and conditions, and to take other action with respect to any such reseller as may be available under applicable agreement between Belkin and such reseller, as well as any other remedies available under law.
- As set forth in greater detail in, and subject to the terms and conditions of, the UMAP, with respect to each participating reseller, the authorization granted by Belkin to sell the Products online is limited to such reseller's own website, and not to any other third party websites or marketplaces.
- The UMAP will be enforced by Belkin in its sole discretion.
Unilateral Minimum Advertised Price Policy
In order to maintain, protect and to further enhance the Belkin and Linksys brands, we have established this Unilateral Minimum Advertised Price Policy (this "UMAP"), which applies to those Belkin and Linksys products identified in Schedule A below (the "Products").
Under this UMAP, if any retailer, reseller, or other party (including, but not limited to, Internet retailers and in-store retailers) advertises in media advertising (including, but not limited to, television, radio, newspaper and magazine advertising), in catalogs (including, but not limited to, direct mail pieces and flyers) or on Internet sites (which includes any associated marketplace(s) or other site(s) directly or indirectly affiliated with or linked to such Internet sites), any of the designated Products at prices below the specified UMAP price(s) for such Product(s) as set forth on Schedule A, Belkin may unilaterally elect, in its sole discretion, to impose sanctions on such party, including, but not limited to (i) ceasing its provision of market development funds (MDF) for any or all such Product(s) that were advertised below the specified UMAP price (or, with respect to retailers, resellers or other parties to which Belkin does not provide MDF, Belkin may elect to charge back or hold all applicable advertising funds to such party for such period as may be determined to be appropriate by Belkin) effective from the first day of the violation, (ii) suspend or cease authorization of shipments of all Product(s) that were advertised below the applicable UMAP price(s) for such Product(s) to all retail stores or other distribution centers of such violating party for such period as determined appropriate by Belkin, and/or (iii) such other sanctions as Belkin may deem necessary or appropriate, including suspension of doing business with such party.
It is inconsistent with this UMAP for (i) Products with UMAP prices to be advertised together at a single price that is lower than the sum of the individual UMAP prices for those Products, or (ii) Products with a UMAP price and other Belkin or Linksys products not subject to this UMAP ("Non-UMAP Products") to be advertised together at a single price that is lower than the sum of the UMAP Price for the designated Products and the manufacturer's suggested resale price of Non-UMAP Product(s). Rebates, other than those offered directly to consumers by Belkin or Linksys, are not consistent with this UMAP if the advertised net price (including the rebate) of the product is below the UMAP price for such Product(s).
For purposes of this UMAP, "advertising" of prices on Internet sites may include, without limitation, displaying price for any Product, as such price may be revised from time to time, together with a picture or a description of such Product, or use of online marketing vehicles such as (i) marketplaces (e.g., Amazon, eBay,Rakuten, etc.), consumer shopping engines (e.g., Google PLAs, Amazon PLAs, PriceGrabber.com, Nextag.com, Shopping.com, etc.), (iii) shopping deal/coupon sites (e.g., Slickdeals.net, Savings.com, RetailMeNot, etc.), (iv) affiliate marketing shopping sites, or (v) Google Ads (PLAs or text). Internet site features including "click-for-price" or automatic price display for Product(s) prior to being placed in an Internet site shopping cart, or other similar features, may be deemed by Belkin to be communications initiated by the retailer, reseller or other party selling to the customer, and in violation of this UMAP. Without limiting any of the foregoing, this UMAP also applies to any activity circumventing, or intending or designed to circumvent, this UMAP, as determined by Belkin in its unilateral discretion.
This UMAP does not cover point-of-sale signs, stickers, hangtags, or bar codes and similar markings on products or product packaging which merely state the retail prices at which Belkin products may be purchased. This UMAP does apply to advertisements that are funded in whole or in part by Belkin pursuant to the terms of a cooperative advertising or promotional program which may be offered by Belkin from time to time.
Finally, and most importantly, this UMAP does not apply in any way to your actual selling prices for Products; your retail sales prices for any and all Products remain wholly within your discretion. We do not seek, nor will we accept, any agreement or assent from you respecting this UMAP, either now or at any future time. This UMAP is being established by us unilaterally and is not therefore subject to negotiation. We reserve the right at any time to modify this UMAP, to establish new or different policies or to discontinue any or all of such policies. This UMAP shall remain in effect until modified or terminated by us in a writing sent to you. We believe that this UMAP is clear and unambiguous. Should you have any inquiries regarding this UMAP, however, please direct them to Belkin General Counsel.