Terms and Conditions
PLEASE READ THE TERMS AND CONDITIONS OF THIS AFFILIATE AGREEMENT (hereinafter “Agreement”) CAREFULLY BEFORE CONTINUING WITH YOUR ENROLLMENT TO OUR affiliate program (“Affiliate Program”).
This Agreement is a legal agreement between you (hereinafter referred to as “You”, “Your” and/or “Affiliate”, either an individual or a single entity, shall, unless it be repugnant to the meaning or context thereof, mean and include legal representatives, subsidiaries, successors-in-interest and permitted assigns) and Smart Tech Systems Limited (hereinafter referred to in this Agreement as “Smartwinners” which term shall, unless it be repugnant to the meaning or context thereof, mean and include its legal representatives, successors-in-interest and permitted assigns). Both the parties to this Agreement shall be referred to jointly as Parties and individually called the Party.
By using the website, including without limitation viewing the content, you hereby agree to the Terms and Conditions.
1. ENROLLMENT AS AN AFFILIATE
To enroll in the Affiliate Program, you must submit the information as may be required by Smartwinners.
On the date of registration, the Affiliate’s age must be a minimum of 18 years and the Affiliate must not violate any local or international law and licensing requirements as applicable to the Affiliate and must be able to report and pay any fees and/or taxes related to the Affiliate activity and earnings. If required by Smartwinners, the Affiliate shall present the identification and licensing documents for verification.
Registration at Smartwinners is free of charge. Smartwinners will evaluate your registration form and will notify you via e-mail of the acceptance or rejection of your registration form. Upon confirmation of registration, membership of the Affiliate will commence and the Affiliate shall be provided a unique Affiliate ID.
Also, the affiliate will receive tracking links on every Promotional Banner and Promotional Text that we will provide. The Affiliate shall be eligible to receive a commission fee as specified herein for any person or entity, that is not the Affiliate itself, and enrolls with Website after being referred by the Affiliate via the Link.
Smartwinners reserves, in its sole discretion, with or without reason, the right to accept or reject your registration into the Affiliate Program, including but not limited to a determination that your website is unsuitable for or incompatible with the Affiliate Program based on the following criteria (collectively "Restricted Content"):
- Incorporates images or content that is any way unlawful, offensive, profane, harmful, threatening, defamatory, obscene, harassing or racially, ethically or otherwise objectionable;
- Promotes illegal activities;
- Promotes or depicts sexually explicit, obscene or pornographic images;Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
- Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights.
By accepting these Terms and conditions upon registration, You agree that You fully comply with these requirements and place no legal responsibilities on this Affiliate program, its operators, representatives and/or owners. You acknowledge that You have not been coerced into obtaining membership of the program by reason of any representations made by or on behalf of Smartwinners, its employees or any of its other duly authorised representatives.
In the event an Affiliate remains inactive for a period of more than 6 (six) months, Smartwinners shall have the option to delete him from the program.
Commission is calculated based on the parameters of the actual payment plan. Commission shall be paid only on valid and complete transactions and shall be paid based on the revenue sharing model, cost per acquisition or tier 2 commissions the details of which are specified on the website.
No commission shall be paid if there is a recall or refund requested or originates from any fraudulent traffic or transaction. Any such suspected fraudulent transactions shall be investigated by Smartwinners and if it is finally determined to be fraudulent, no commission shall be paid to the Affiliates with respect to such transactions.
Commissions shall be calculated on 1st of every month and paid by 9th of such month for each calendar month subject to the payment being above the minimum payment threshold being 100GBP. In case of payments above 10,000 GBP , Affiliates may be asked to provide valid identifications for payment. Payments shall be made in GBP (currency) or any such currency and payment method as Smartwinners may determine in its discretion or agree with the Affiliate. Any bank charges or other charges for wire transfer, couriers, currency exchanges etc. shall be borne by the Affiliate and be deducted from the Commission payable.
Affiliate shall be solely liable for compliance with all laws including laws relating to money laundering and payment of applicable taxes on the amounts received and Smartwinners shall have no liability in this regard.
Transactions resulting in chargebacks are not subject to commissions. Further, in case of a chargeback Affiliate will be charged charge-back fees of 80$ for every charge-back transaction. Released commissions that later generate chargeback are subject for recall or refund from the actual or future balance of the Affiliate.
In case of any dispute, the claim should be sent within a period of 30 (thirty) days from the finalization of amount to be paid. Smartwinners reserves the right to correct its calculations at any timeand to reclaim any overpayment made by us to you.
We may disclose to You certain information as a result of your participation as part of the Affiliate Program. All information provided by Smartwinners shall be considered confidential (herein referred to as "Confidential Information"). For the purpose of this Agreement, the term "Confidential Information" shall include, but not be limited to website, business and financial information relating to Smartwinners, Smartwinners’s Clients and any members of the Affiliate Program, other than you. Confidential Information shall also include any information that we designate as confidential during the term of this Agreement. You agree not to disclose any Confidential Information and that such Confidential Information shall remain strictly confidential and shall not be utilized, directly or indirectly, by you for your own business purposes or for any other purpose. We make no warranty, expressed or implied, with respect to any information delivered hereunder, including implied warranties of merchantability, fitness for a particular purpose or freedom from patent, trademark or copyright infringements, whether arising by law, custom or conduct, or as to the accuracy or completeness of the information and we shall not have any liability to you or to any other person resulting from your or any such third person's use of the information.
Upon registration, the Affiliate program automatically generates and assigns a unique affiliate identifier and affiliate link for the individual affiliate that is ready to be used.
Affiliates shall be responsible for carrying out advertising and promotional activities in respect of the services provided by Smartwinners. Affiliate is solely responsible for the content and manner of carrying out the marketing and promotional activities and all such activities must be carried out in a lawful manner in accordance with all applicable laws. Affiliates shall use the promotional material which is made available to them by the Site. Any other promotional material, including self-made material can be used only after prior approval of Smartwinners.
In case of any breach of the marketing policies, including on any complaint received by Smartwiners, the Affiliate’s account shall be immediately suspended till a final decision is made regarding continuation of access to the Affiliate by Smartwinners. Any earnings made during this period shall not be credited to the Affiliate’s account.
Affiliates must not place any marketing or other material on their site or in marketing communications which:
- Promotes sexually explicit materials
- Promotes violence;
- Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
- Promotes illegal activities;
- Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law;
- Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion;
- Contains software downloads that potentially enable diversions of commission from other affiliates in our program; or
- Is pornographic, libelous, discriminatory, obscene or violent; disparages Smartwinners.com or otherwise damages their goodwill or reputation in any way; or which is, in our sole discretion otherwise considered unsuitable;
Affiliate shall 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 Smartwinners.
Affiliates are also NOT authorized to perform the following activities:
- issue any press release or other communication to the public with respect to your participation in this Affiliate Program or this Agreement without our prior written consent;
- use the names, links, promotional materials, logos and trademarks related to Smartwinners without a prior permission;
Affiliates must not perform any kind of spamming activities by way of any means of communication including without limitation telephone, voice broadcasting, email, fax or sms. All communications by the Affiliate must clearly and expressly state that it is marketing or promoting Smartwinners and/or services.
All communications from the Affiliate must include their name in the “From” column of the email and identify the Affiliate as sender of the communications.
An Affiliate must not send communications to persons under the age of 18 years of age.
An Affiliate must have written consent from the proposed recipient(s) prior to sending any communications including electronic communications and such consent must be provided to an Affiliate by an opt-in consent mechanism (including a valid email address to which emails can be sent to opt-out) and any tick box must not be pre-populated. Any emails to opt-out and unsubscribe must be dealt with promptly and no further communications should be sent to such persons. Further, where there is a do not disturb register or any such similar register, the Affiliate should not send any communications to persons registered in such registers.
An Affiliate is responsible for ensuring that their communications comply with applicable laws and codes of practice, including the European Directives 95/46 on the Protection of Individuals with regard to the Processing of Personal Data and 2002/58 on Privacy and Electronic Communications and any other applicable local enactments thereof in relation to electronic marketing in the European Union.
6. TERM AND TERMINATION
Smartwinners reserves the right to suspend and terminate this Agreement and the Affiliate’s access to the Site and all earnings without prior notice in the event that
- any Restricted Content is incorporated on Affiliate's site after acceptance of your registration form and the commencement of the term of this Agreement or
- on any report or complaint about the Affiliate’s misconduct or
- any fraud or misrepresentation made by the Affiliate or
- any breach of these Terms and conditions.
Smartwinners may also terminate the Affiliate’s access, without cause, upon thirty calendar days (30) written notice.
Affiliates may terminate their access, with or without cause, immediately upon written notice to their Account manager.
- the Affiliate shall forthwith stop promoting and using any and all of the marketing materials provided by Smartwinners;
- all rights and licenses given under these Terms and conditions will terminate immediately; and
- no further payments shall be added to the Affiliate’s account and any pending commission payments shall be paid after adjusting any fees and other charges within a period of 30 days upon termination or end of dispute in case there is an issue, whichever is later.
Smartwinners reserves the right to modify any of the terms and conditions contained in this Agreement, at any time and in its sole discretion. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the Affiliate Program, following our posting of a change notice or new agreement on our site, will constitute binding acceptance of the change.
8. NO WARRANTIES
SMARTWINNERS, MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESSED OR IMPLIED, WITH RESPECT TO THE AFFILIATE PROGRAM, THE WEBSITE, OR ANY PRODUCT OR SERVICES PROVIDED THROUGH THE WEBSITE AS WELL AS TO THE LAWFULNESS OF ANY PERSON’S PARTICIPATION IN ANY ACTIVITY THROUGH SMARTWINNERS WEBSITE OR TO THE LEGAL RIGHT TO PARTICIPATE IN THE AFFILIATE PROGRAM OR ANY OTHER ACTIVITY PROPOSED BY SMARTWINNERS WEBSITE.
The Site make no representations in respect of the suitability, reliability, availability, timeliness, lack of viruses or other harmful components and accuracy of the information, software, products, services and related graphics contained within the site for any purpose.
Smartwinners does not represent that the website, program, network, software or hardware will be free of mistakes or uninterrupted. Smartwinners is not responsible for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of data or information.
ALL INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED ON THIS SITE IS “AS IS” AND “AS AVAILABLE” BASIS WITH WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED. THE SITE DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE.
YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY INFORMATION AND/OR MATERIAL.
Smartwiners and/or its representatives and owners are not responsible for the damages arisen from the breach of contract by any of the Affiliates.
IN NO EVENT SHALL SMARTWINNERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR ANY INTERACTION BETWEEN YOU AND OTHER PARTICIPANTS OF THE SITE OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, DAMAGES RESULTING FROM USE OF OR RELIANCE ON THE INFORMATION PRESENT, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF THE SITE OR ANY OF ITS AFFILIATES/SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
USE OF ANY INFORMATION OR MATERIALS ON SMARTWINNERS SITE OR OTHERWISE OBTAINED THROUGH USE OF THE SITE IS ENTIRELY AT THE OWN RISK OF USER, FOR WHICH WE SHALL NOT BE LIABLE.
In any event, no liability will apply to Smartwinners website and/or anyone operating in their name or on their behalf due to a damage that was caused due to reliance, of any type, on the Information, or on any other publication appearing on Smartwinners or its Affiliates’ website or communications, and the participants or any one surfing on these websites are invited to verify the information published on them.
Affiliates must defend, indemnify and hold the Smartwinners and its officers, directors, employees and representatives harmless on demand from and against any and all claims, demands, liabilities, losses, damages, costs and expenses (including reasonable legal fees) resulting or arising from your breach of these Terms and conditions..
10. NO AGENCY
There is no relationship of exclusivity, partnership, joint venture, employment, agency or franchise between the Affiliate and the Affiliate program under these Terms and conditions. Neither party has the authority to bind the other, including the making of any representation or warranty, the assumption of any obligation or liability and/or the exercise of any right or power, except as expressly provided in these Terms and conditions.
11. OTHER PARTNERS
Affiliates understand that Smartwinners may at any time, enter into marketing terms with other Affiliates on the same or different terms as those provided to them and that such Affiliates may be similar, and even competitive, to them. Affiliates understand that Affiliate program may re-direct traffic and users from Smartwinners to any other online site that we deem appropriate in our sole discretion, without any additional compensation to the Affiliates.
12. ENTIRE AGREEMENT
These Terms and conditions and its related documents constitute the entire and whole agreement between Smartwinners website and its registered users. Any presentation, promise, undertaking or consent, whether verbal or in writing, which does not comply with these Terms and conditions, will not be valid.
13. INTELLECTUAL PROPERTY
All the content displayed on the Site is the sole property and is in the exclusive right, title and ownership of the Site. The trademarks, logos, designs and service marks ("Marks") displayed on this Site are the property of the Site and shall always remain the sole property of the Site. Affiliates are not permitted to use these Marks without the prior written consent of the Site.
The copyright existing in the content on the Site as well as the Site itself is and shall always remain in the sole custody, possession, control and ownership of the Site. Copyright for this purpose includes registered as well as any unregistered copyright. Trade mark and domain name of the Site also vests with the Site. Trade marks that have been applied for registration and the unregistered trade marks shall also be the sole property of the Site.
All the other intellectual property rights, including the patents, know-how or any other intellectual property or right) concerning Smartwinners or relating to it are owned by Smartwinners website and shall be the exclusive property of Smartwinners website. No one shall use any of the Rights without the expressed written approval of Smartwinners website.
14. APPLICABLE LAW
In any event of a dispute, claim or action resulting from participation in any activity on Smartwinners website, shall be transferred to the exclusive decision of the legal jurisdiction of the United Kingdom.
This agreement shall be construed in accordance with laws of United Kingdom.