Definitions
"Heist Marks" means the service marks, trade marks, logos, related brands, and other distinctive brand features of Heist as owned by or licensed to Heist of London from time to time;
"Heist Products" means the content and products provided by Heist and Heist Labs;
"Heist Site" means Heist’s website located at www.heistof.london;
"Affiliate Site" means a site operated by Affiliate for the purposes of directing potential customers to the Heist Site;
"Brand Guidelines" means the guidelines setting out the conditions under which Affiliate may use Heist’s IP and supplied separately to Affiliate;
"Commission Trigger" means where a potential customer referred to Heist by the Affiliate (using designated web links) successfully completes a purchase on the Heist Site;
"Confidential Information" means secret or confidential, commercial, financial, marketing, technical or other information, know-how, trade secrets, and other information relating to Heist;
"Intellectual Property Rights" means all intellectual property rights, including patents, registered designs, trade marks, and service marks, rights in the nature of unfair competition rights, copyright, database rights, design rights, and all similar property rights;
Affiliate Terms & Conditions
These Terms & Conditions ("Terms") apply to the appointment by Heist of London Ltd. ("Heist") of any Affiliate approved onto their programme.
1. Introduction
1.1 Affiliate is subject to approval by Heist.
1.2 Affiliate is permitted to promote Heist’s products, and these Terms set out the terms and conditions of Affiliate’s appointment as a non-exclusive representative of Heist.
1.3 Affiliate agrees to be bound by these Terms and acknowledges that a breach of these Terms by Affiliate will result in termination.
1.4 Affiliate should contact Heist at info@heist-london.com with any queries regarding these Terms or any other matters relating to its acceptance by Heist.
2. General Obligations of Affiliates
2.1 Affiliate must not make, give, or apply any conditions, promises, warranties, guarantees, terms, representations, or other commitments in respect of, or concerning Heist Products, other than those prescribed by Heist in writing.
2.2 Affiliate must not mislead or deceive, nor make any false statements or representations to any person in respect of Heist or the Heist Products.
2.3 Affiliate must not receive any payments from customers for Heist Products.
2.4 Affiliate must cooperate with Heist’s reasonable directions, particularly with regard to standards and quality of promotion and service.
2.5 Affiliate must keep secret and confidential all Confidential Information disclosed to it and shall not disclose such information without prior written consent from Heist.
2.6 Affiliate must comply with all procedures notified by Heist relating to the promotion and marketing of Heist Products and Content.
2.7 Affiliate must fully indemnify and hold harmless Heist (and its directors, officers, employees, and agents) against any losses or damages arising from:
• 2.7.1 Breach of these Terms;
• 2.7.2 Third-party claims related to Affiliate's actions;
• 2.7.3 Breach of applicable laws or regulations.
3. Heist Intellectual Property and Marks
3.1 All Intellectual Property Rights in Heist Products, Confidential Information, and Heist Marks are the property of Heist ("Heist IP").
3.2 Affiliate’s right to use Heist IP is as expressly set out in these Terms. All goodwill associated with Heist IP accrues exclusively to Heist.
3.3 Affiliate must:
• 3.3.1 Comply with Heist’s Brand Guidelines;
• 3.3.2 Ensure all use of Heist Marks adheres to written instructions;
• 3.3.3 Submit details of any Heist Marks usage for approval when requested.
3.4 Affiliate must not license or authorize third parties to use Heist Marks.
3.5 Affiliate must report improper use of Heist IP to Heist.
3.6 Affiliate must not take actions that could damage Heist's reputation or the validity of its IP.
4. Miscellaneous
4.1 Affiliate shall not assign, subcontract, or transfer its rights or obligations without Heist’s prior written consent.
4.2 Affiliate shall act as a principal on its own account and not as an agent of Heist.
4.3 Affiliate may not appoint sub-affiliates or referral partners.
4.4 These Terms are governed by the law of England and Wales. Disputes shall be resolved by the English courts.
4.5 Affiliate’s site must not violate intellectual property rights or promote inappropriate or illegal activities.
4.6 Affiliate must ensure their site contains accurate and up-to-date information about Heist products.
