AFFILIATE MARKETING SERVICES AGREEMENT
This Affiliate Marketing Services Agreement (the “Agreement”) is entered into by and between the undersigned Publisher/Affiliate Power Affiliate Consulting LTD, with company number 207128894 having it’s headquarters at 25 Vitosha blvd,1000 Sofia, Bulgaria, and represented by it’s manager Marco Guarracino Offersify and profit Paradise KFT and shall govern the relationship between the parties with respect to the Affiliate’s participation in the Offersify Affiliate Network. The Company responsible for the Self-service affiliate tracking platform maintenance is Traffic Manager Group S.R.L.,
As used in this Agreement, the following terms shall have the respective meanings set forth below:
- 1.1. “Agreement” refers to the Publisher and Offersify Affiliate Network terms of collaboration and includes everything stated in this Marketing Services Agreement;
- 1.2. ” Power Affiliate Consulting LTD” can be referred to as Network, Affiliate Network, Offersify amd Offersify Affiliates and means the Affiliate Network that provides Offers/Campaigns to the Affiliate for the purpose of advertising services via its online platform;
- 1.3. “Publisher/Affiliate” means a collaborator/website publisher, a company, or a private entity that provides advertising services to the Offersify Affiliate Network in exchange for a commission for each sale/lead/conversion;
- 1.4. “Lead/Conversion” means a commission type and represents the fee payable by the Offersify Affiliate Network to the Affiliate for each customer action or lead generated via the Affiliate’s online marketing campaigns on the Offersify Affiliate offers listed in the Platform Marketplace;
- 1.5. “Offers/Campaigns” means different physical products or online services listed in the Offersify Affiliate Network Marketplace and made public for the Affiliates registered in the Affiliate Network for the purpose of online advertising services;
- 1.6. “Capping or Limit” means the maximum amount of sales/leads/conversions the Offersify Affiliate Network allows the Affiliates to generate via their online Marketing Campaigns. The limit is set for each offer at the entire Affiliate Network level or for each individual affiliate;
- 1.7. “Device” means the devices (phone, tablet, desktop, smart TV, smartwatch, etc.) for which the offers/campaigns are available or allowed;
- 1.8. “Territorial restrictions” means the countries or territories (cities/states) where the offers/campaigns are not allowed to be promoted/advertised in any way or are not available and for which, in case of promotion/advertising the leads/sales/conversions will be considered invalid and canceled from the affiliate credit;
- 1.9. “Pending Credit” means the commissions gain by the Affiliate by advertising the affiliate network offers via his own media channels and kept pending by the Offersify Affiliate Network for quality check before the final approval when the approved commissions will be moved in the Confirmed Credit and the fraudulent/denied commissions will be canceled;
- 1.10. “Confirmed Credit” means the confirmed commissions of the affiliate available for invoicing as listed in the Offersify Affiliate Platform under the voice “Confirmed Credit”;
The price will be established by reference to the number of products sold or leads/conversions obtained after the promotion, the commission price of the promoted products being published in the Offersify platform in the description of each offer listed in the Platform. Offersify may change the established price CAPs or limitations by prior written notice to the Publisher. All changes will enter in force within the timeframe agreed between Parties in writing. Any CAPs or limitation of the number of products to be sold or leads/conversions to be made, reduction of the price of the commission of the promoted products / leads being shall not be applied retrospectively. All validly accrued amounts shall be paid ib full by Affiliate Network to the Publisher.
2. ADVERTISING AND CONTENT RESTRICTIONS
- 2.1. Affiliate shall not post materials that violate the privacy, private life, or any other fundamental rights of persons, that are threatening, false, deceiving, abusive, harassing, xenophobic, racist, discriminating, licentious, libelous, vulgar, obscene, scandalous, instigating hatred, discrimination, or racism, profane, or any other material that might be a crime or that encourages a behavior that could favor committing crimes or that might lead to being held accountable or that might in any way break the law.
- 2.2. Affiliate shall not post any material that infringes intellectual property rights.
- 2.3. Affiliate shall not display the Offersify Network’s own or Advertisers material in places where its image can be associated with the above-mentioned restricted materials.
- 2.4. All fraudulent traffic is strictly forbidden.
- 2.5. The delivery of traffic in conditions that violate the present offer, and its addendums, will not be taken into consideration. Additional limitations can be agreed upon by e-mail or other communication channels.
- 2.6. The discovery of any such practices gives the Offersify Affiliate Network the right to suspend or, if the case, deny all payments.
3. TERM AND TERMINATION
- 3.1. This Agreement is concluded for an indefinite period from the date of creation of the affiliate account, and the obligations of the parties take effect from that date.
- 3.2. Either party may terminate this Agreement at any time, with or without cause, upon written notice to the other party.
- 3.3. Upon termination of this Agreement, Affiliate shall immediately cease all use of the Offersify Affiliate Network Platform, Services, Offers, and Campaigns, and shall promptly return or destroy all copies of any Offersify Affiliate Network materials in its possession or control.
- 4.1. Each party agrees to keep confidential and not disclose to any third party any confidential information concerning the other party’s business, customers, suppliers, or affiliates, which is marked or otherwise designated as confidential, or which should reasonably be considered confidential given the nature of the information or the circumstances of its disclosure (“Confidential Information”).
- 4.2. The parties agree that their obligations under this Section 4 shall survive termination or expiration of this Agreement for any reason.
- 5.1. Affiliate agrees to indemnify, defend, and hold harmless Offersify Affiliate Network, its parent, subsidiaries, affiliates, and their respective officers, directors, employees, and agents, from and against any and all claims, liabilities, damages, losses, or expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with Affiliate’s breach of this Agreement or its negligence, misconduct, or violation of any applicable law.
- 5.2. Offersify Affiliate Network agrees to indemnify, defend, and hold harmless Affiliate, its parent, subsidiaries, affiliates, and their respective officers, directors, employees, and agents, from and against any and all claims, liabilities, damages, losses, or expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with Offersify Affiliate Network’s breach of this Agreement or its negligence, misconduct, or violation of any applicable law.
6. LIMITATION OF LIABILITY
- 6.1. In no event shall either party be liable to the other party for any indirect, incidental, consequential, special, or exemplary damages, including but not limited to lost profits, even if advised of the possibility of such damages, arising from the performance of this Agreement or the provision of services hereunder.
- 6.2. Each party’s total liability to the other party under this Agreement for any claim, regardless of the nature of the claim or the form of the action, shall not exceed the amount of fees paid or payable by Affiliate to Offersify Affiliate Network under this Agreement during the three (3) months immediately preceding the event giving rise to the claim.
- 7.1. This Agreement constitutes the entire understanding and agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, whether written or oral, relating thereto.
- 7.2. This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which Offersify Affiliate Network is organized, without regard to its conflicts of laws principles.
- 7.3. Any waiver of any provision of this Agreement must be in writing and signed by the party against whom the waiver is sought to be enforced. No waiver of any provision of this Agreement shall constitute a waiver of any other provision, and any failure to enforce any provision of this Agreement shall not constitute a waiver of such provision or any other provision.
- 7.4. Neither party may assign or transfer any of its rights or obligations under this Agreement without the prior written consent of the other party, except that Offersify Affiliate Network may assign this Agreement to an affiliate or successor in interest in the event of a merger, acquisition, or sale of all or substantially all of its assets.
- 7.5. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
- 7.6. Any notices or other communications required or permitted under this Agreement shall be in writing and shall be deemed given when delivered personally or by email, or when received by certified or registered mail, postage prepaid, return receipt requested, or by a recognized overnight courier service. Notices shall be addressed to the respective parties at the addresses provided in the registration process, or at such other address as either party may designate by notice to the other party.
- 7.7. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be modified to the extent necessary to make it valid, legal, and enforceable, and the remainder of this Agreement shall continue in full force and effect with such modification.
- 7.8. Nothing in this Agreement shall be construed to create a partnership, joint venture, or agency relationship between the parties. Neither party shall have the authority to bind or obligate the other party in any manner without the prior written consent of the other party.
8. DATA PROTECTION AND PRIVACY
- 8.1. Each party shall comply with all applicable data protection and privacy laws, including but not limited to the EU General Data Protection Regulation (GDPR) and the California Consumer Privacy Act (CCPA), in the performance of their obligations under this Agreement and in the collection, use, storage, and transfer of any personal data.
- 8.2. Each party shall implement appropriate technical and organizational measures to ensure a level of security appropriate to the risk involved in processing personal data under this Agreement and to protect personal data against unauthorized or unlawful processing, accidental loss, destruction, or damage.
9. FORCE MAJEURE
Neither party shall be liable for any failure or delay in the performance of its obligations under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, civil unrest, labor strikes, or any other unforeseen event or circumstance. In such cases, the affected party shall promptly notify the other party and use its best efforts to resume performance as soon as practicable.
By clicking the checkbox “I accept the Affiliate Agreement” on the registration page, Affiliate acknowledges and agrees to be bound by the terms and conditions of this Agreement. If Affiliate does not agree with this Agreement, Affiliate should not sign-up for or access the Offersify Affiliate Network Platform or Services, and should delete their account immediately.