Our affiliates are
very important to us and we do our best to treat you with the fairness
and respect you deserve. We simply ask the same from you. We have
written the following affiliate agreement with you in mind, as well as
to protect our company's good name. So please bear with us as we take
you through this legal formality.
If you have any questions, please don't hesitate to contact us. We are
strong believers in straight-forward and honest communication. For
quickest results please email us at sales@storeship.co.uk You can
also reach us by using the contact us page on this site.
Kind regards,
Storeship Ltd
AFFILIATE AGREEMENT
PLEASE READ THE ENTIRE AGREEMENT.
YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND STORESHIP.CO.UK
BY SUBMITTING THE ONLINE APPLICATION YOU ARE AGREEING THAT YOU HAVE READ
AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU
AGREE TO BE RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION.
1. Overview
This Agreement contains the complete terms and conditions that apply to
you becoming an affiliate in storeship.co.uk's Affiliate Program.
The purpose of this Agreement is to allow HTML linking between your web
site and the storeship.co.uk. Please note that throughout this
Agreement, "we," "us," and "our" refer to storeship.co.uk and
"you," "your," and "yours" refer to you, the affiliate.
2. Affiliate Obligations
2.1. To begin the enrollment process, you will need to complete and
submit the online application on our website. The fact that if we
auto-approve applications does not imply that we may not re-evaluate
your application at a later time. We may reject your application at our
sole discretion. We may cancel your application if we determine that
your site is unsuitable for our Program, including if it:
2.1.1. Promotes sexually explicit materials or content
2.1.2. Promotes violence
2.1.3. Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
2.1.4. Promotes illegal activities
2.1.5. Incorporates any materials which infringe or assist others to
infringe on any copyright, trademark or other intellectual property
rights or to violate the law
2.1.6. Includes "storeship.co.uk" or variations or misspellings
thereof in its domain name or any other similar domain name to us
2.1.7. Is otherwise in any way unlawful, harmful, threatening,
defamatory, obscene, harassing, or racially, ethnically or otherwise
objectionable to us in our sole discretion.
2.1.8. Contains software downloads that potentially enable diversions of commission from other affiliates in our program.
2.1.9. You may not create or design your website or any other website
that you operate, explicitly or implied in a manner which resembles our
website nor design your website in a manner which leads customers to
believe you are storeship.co.uk or any other affiliated business.
2.2. As a member of storeship.co.uk's Affiliate Program, you will
have access to Affiliate Account Manager. Here you will be able to see
various information relating to your individual affiliate program.
2.3. storeship.co.uk reserves the right, at any time, to review
your placement and approve the use of your Links and require that you
change the placement or use to comply with the guidelines provided to
you.
2.4. The maintenance and the updating of your site will be your
responsibility. We may monitor your site as we feel necessary to make
sure that it is up-to-date and to notify you of any changes that we feel
should enhance your performance.
2.5. It is entirely your responsibility to follow all applicable
intellectual property and other laws that pertain to your site. You must
have express permission to use any person's copyrighted material,
whether it be a writing, an image, or any other copyrightable work. We
will not be responsible (and you will be solely responsible) if you use
another person's copyrighted material or other intellectual property in
violation of the law or any third party rights.
3. storeship.co.uk 's Rights and Obligations
3.1. We have the right to monitor your site at any time to determine if
you are following the terms and conditions of this Agreement. We may
notify you of any changes to your site that we feel should be made, or
to make sure that your links to our web site are appropriate and to
notify further you of any changes that we feel should be made. If you do
not make the changes to your site that we feel are necessary, we
reserve the right to terminate your participation in the storeship.co.uk Affiliate Program.
3.2. storeship.co.uk reserves the right to terminate this Agreement
and your participation in the storeship.co.uk Affiliate Program
immediately and without notice to you should you commit fraud in your
use of the storeship.co.uk Affiliate Program or should you abuse
this program in any way. If such fraud or abuse is detected, storeship.co.uk shall not be liable to you for any commissions for
such fraudulent sales.
3.3. This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated hereunder.
4. Termination
Either you or we may end this Agreement AT ANY TIME, with or without
cause, by giving the other party written notice. Written notice can be
in the form of mail, email or fax. In addition, this Agreement will
terminate immediately upon any breach of this Agreement by you.
5. Modification
We may modify any of the terms and conditions in this Agreement at any
time at our sole discretion. In such event, you will be notified by
email. Modifications may include, but are not limited to, changes in the
payment procedures and storeship.co.uk's Affiliate Program rules.
If any modification is unacceptable to you, your only option is to end
this Agreement. Your continued participation in storeship.co.uk's
Affiliate Program following the posting of the change notice or new
Agreement on our site will indicate your agreement to the changes.
6. Payment
storeship.co.uk handles all of the tracking and payment. Payment
will be made out as requested in your application. Payments to
affiliates will not be made until your account balance reaches at least
£50 GBP or that equal to with the current rate of exchange in either EUR
or USD and will be made on a monthly basis and will only be made as
long as your account balance is over the £50 GBP limit.
7. Access to Affiliate Account Interface
You will create a password so that you may enter storeship.co.uk's
affiliate account interface. From our site you will be able to receive
your reports that will describe our calculation of the commissions due
to you.
8. Promotion Restrictions
8.1. You are free to promote your own web sites, but naturally any
promotion that mentions storeship.co.uk could be perceived by the
public or the press as a joint effort. You should know that certain
forms of advertising are always prohibited by storeship.co.uk. For
example, advertising commonly referred to as "spamming" is unacceptable
to us and could cause damage to our name. Other generally prohibited
forms of advertising include the use of unsolicited commercial email
(UCE), postings to non-commercial newsgroups and cross-posting to
multiple newsgroups at once. In addition, you may not advertise in any
way that effectively conceals or misrepresents your identity, your
domain name, or your return email address. You may use mailings to
customers to promote storeship.co.uk so long as the recipient is
already a customer or subscriber of your services or web site, and
recipients have the option to remove themselves from future mailings.
Also, you may post to newsgroups to promote storeship.co.uk so long
as the news group specifically welcomes commercial messages. At all
times, you must clearly represent yourself and your web sites as
independent from storeship.co.uk. If it comes to our attention that
you are spamming, we will consider that cause for immediate termination
of this Agreement and your participation in the storeship.co.uk
Affiliate Program. Any pending balances owed to you will not be paid if
your account is terminated due to such unacceptable advertising or
solicitation.
8.2. Affiliates that among other keywords or exclusively bid in their
Pay-Per-Click campaigns on keywords such as storeship.co.uk,
storeship, www.storeship.co.uk and/or any misspellings or
similar alterations of these – be it separately or in combination with
other keywords – and do not direct the traffic from such campaigns to
their own website prior to re-directing it to ours, will be considered
trademark violators, and will be banned from storeship.co.uk's
Affiliate Program. We will do everything possible to contact the
affiliate prior to the ban. However, we reserve the right to expel any
trademark violator from our affiliate program without prior notice, and
on the first occurrence of such PPC bidding behavior.
8.3. Affiliates are not prohibited from keying in prospect’s information
into the lead form as long as the prospects’ information is real and
true, and these are valid leads (i.e. sincerely interested in storeship.co.uk’s products and services).
8.4. Affiliates shall not transmit any so-called “interstitials,”
“Parasiteware™,” “Parasitic Marketing,” “Shopping Assistance
Application,” “Toolbar Installations and/or Add-ons,” “Shopping Wallets”
or “deceptive pop-ups and/or pop-unders” to consumers from the time the
consumer clicks on a qualifying link until such time as the consumer
has fully exited storeship.co.uk’s site (i.e., no page from our
site or any storeship.co.uk’s content or branding is visible on the
end-user’s screen). As used herein a. “Parasiteware™” and “Parasitic
Marketing” shall mean an application that (a) through accidental or
direct intent causes the overwriting of affiliate and non affiliate
commission tracking cookies through any other means than a customer
initiated click on a qualifying link on a web page or email; (b)
intercepts searches to redirect traffic through an installed software,
thereby causing, pop ups, commission tracking cookies to be put in place
or other commission tracking cookies to be overwritten where a user
would under normal circumstances have arrived at the same destination
through the results given by the search (search engines being, but not
limited to, Google, MSN, Yahoo, Overture, AltaVista, Hotbot and similar
search or directory engines); (c) set commission tracking cookies
through loading of storeship.co.uk site in IFrames, hidden links
and automatic pop ups that open our site; (d) targets text on web sites,
other than those web sites 100% owned by the application owner, for the
purpose of contextual marketing; (e) removes, replaces or blocks the
visibility of Affiliate banners with any other banners, other than those
that are on web sites 100% owned by the owner of the application.
9. Grant of Licenses
9.1. We grant to you a non-exclusive, non-transferable, revocable right
to (i) access our site through HTML links solely in accordance with the
terms of this Agreement and (ii) solely in connection with such links,
to use our logos, trade names, trademarks, and similar identifying
material (collectively, the "Licensed Materials") that we provide to you
or authorize for such purpose. You are only entitled to use the
Licensed Materials to the extent that you are a member in good standing
of storeship.co.uk Affiliate Program. You agree that all uses of
the Licensed Materials will be on behalf of storeship.co.uk and the
good will associated therewith will inure to the sole benefit of storeship.co.uk.
9.2. Each party agrees not to use the other's proprietary materials in
any manner that is disparaging, misleading, obscene or that otherwise
portrays the party in a negative light. Each party reserves all of its
respective rights in the proprietary materials covered by this license.
Other than the license granted in this Agreement, each party retains all
right, title, and interest to its respective rights and no right,
title, or interest is transferred to the other.
10. Disclaimer
STORESHIP.CO.UK MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS
OR WARRANTIES REGARDING STORESHIP.CO.UK SERVICE AND WEB SITE
OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OFSTORESHIP.CO.UK ABILITY, FITNESS FOR A PARTICULAR PURPOSE,
AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION,
WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR SITE WILL BE
UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE
CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
11. Representations and Warranties
You represent and warrant that:
11.1. This Agreement has been duly and validly executed and delivered by
you and constitutes your legal, valid, and binding obligation,
enforceable against you in accordance with its terms;
11.2. You have the full right, power, and authority to enter into and be
bound by the terms and conditions of this Agreement and to perform your
obligations under this Agreement, without the approval or consent of
any other party;
11.3. You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
12. Limitations of Liability
WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS
AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR
OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL,
CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT
LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST
BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN
THIS AGREEMENT, IN NO EVENT SHALL STORESHIP.CO.UK'S CUMULATIVE
LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER
BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR
EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU UNDER
THIS AGREEMENT.
13. Indemnification
You hereby agree to indemnify and hold harmless storeship.co.uk,
and its subsidiaries and affiliates, and their directors, officers,
employees, agents, shareholders, partners, members, and other owners,
against any and all claims, actions, demands, liabilities, losses,
damages, judgments, settlements, costs, and expenses (including
reasonable lawers' fees) (any or all of the foregoing hereinafter
referred to as "Losses") insofar as such Losses (or actions in respect
thereof) arise out of or are based on (i) any claim that our use of the
affiliate trademarks infringes on any trademark, trade name, service
mark, copyright, license, intellectual property, or other proprietary
right of any third party, (ii) any misrepresentation of a representation
or warranty or breach of a covenant and agreement made by you herein,
or (iii) any claim related to your site, including, without limitation,
content therein not attributable to us.
14. Confidentiality
All confidential information, including, but not limited to, any
business, technical, financial, and customer information, disclosed by
one party to the other during negotiation or the effective term of this
Agreement which is marked "Confidential," will remain the sole property
of the disclosing party, and each party will keep in confidence and not
use or disclose such proprietary information of the other party without
express written permission of the disclosing party.
15. Miscellaneous
15.1. You agree that you are an independent contractor, and nothing in
this Agreement will create any partnership, joint venture, agency,
franchise, sales representative, or employment relationship between you
and storeship.co.uk. You will have no authority to make or accept
any offers or representations on our behalf. You will not make any
statement, whether on Your Site or any other of Your Site or otherwise,
that reasonably would contradict anything in this Section.
15.2. Neither party may assign its rights or obligations under this
Agreement to any party, except to a party who obtains all or
substantially all of the business or assets of a third party.
15.3. This Agreement shall be governed by and interpreted in accordance
with the laws of the United Kingdom without regard to the conflicts of
laws and principles thereof.
15.4. You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.
15.5. This Agreement represents the entire agreement between us and you,
and shall supersede all prior agreements and communications of the
parties, oral or written.
15.6. The headings and titles contained in this Agreement are included
for convenience only, and shall not limit or otherwise affect the terms
of this Agreement.
15.7. If any provision of this Agreement is held to be invalid or
unenforceable, that provision shall be eliminated or limited to the
minimum extent necessary such that the intent of the parties is
effectuated, and the remainder of this agreement shall have full force
and effect.