AFFILIATE TERMS AND CONDITIONS
Liforme.com
By signing up as an Affiliate you agree to abide by the terms and conditions of use thereof, as set out here or as may be modified by us from time to time.
1. Appointment & Term
1.1 Affiliate is hereby appointed as an Affiliate of Liforme throughout the Term (as defined below), and Affiliate agrees to honour the terms of this Agreement and to abide by the guidelines attached as The Schedule hereof.
1.2 The term of this Agreement (“Term”) shall continue for rolling three (3) month periods subject to termination (i) by written notice from either party to the other no less than one (1) month prior to the end of each applicable three (3) month period of the Term or (ii) pursuant to clause 7 below.
2. Calculation of Commissions Due
2.1 Affiliate will be entitled to receive a commission (“Commission”) as agreed from any sales generated directly from click-throughs from your unique link to the Liforme.com website (“Liforme Website”) which result in a completed transaction, subject to the terms hereof.
2.2 Affiliate’s Commission will be calculated on the net sales value received by Liforme on non-returned orders exclusive of discounts, sales taxes, shipping charges paid by the customer and an allowance of 5% of the total price paid by the customer to cover payment processing charges & foreign exchange variance and related costs. Affiliate’s Commission will be calculated and paid within thirty (30) days of the end of each calendar quarter. Commission paid on orders which are returned during subsequent Commission accounting periods will be debited from Commission due to Affiliate from that applicable subsequent period.
3. Affiliate Obligations and Rules
3.1 To enrol in Liforme’s affiliate programme (“Affiliate Programme”), Affiliate must:
3.1.1 be at age of majority in your jurisdiction or the age of 18 whichever is greater;
3.1.2 have the legal authority to enter into this Agreement and be bound to the promises, covenants, and other duties set forth herein;
3.1.3 be accepted by Liforme into the Affiliate Programme
3.2 Liforme reserves the right to reject your membership in Affiliate Programme at any point in time, at Liforme’s sole discretion.
3.3 In the event that Affiliate materially breaches this Agreement and Liforme terminates this Agreement as a result, any accrued and payable Commissions owing to Affiliate shall be forfeited, and Liforme shall not be obligated to pay such Commissions to Affiliate.
3.4 Affiliate warrants that Affiliate’s website, service or correspondence does not and will not contain any materials that:
3.4.1 promote adult content, including nudity, sexual terms and/or images of people in positions or activities that are excessively suggestive or sexual, or provocative images in violation of legislation in your local jurisdiction;
3.4.2 include violent, obscene, defamatory, libellous, slanderous and/or unlawful content;
3.4.3 promote hate speech, whether directed at an individual or a group, and whether based upon the race, sex, creed, national origin, religious affiliation, marital status, sexual orientation, gender identity, or language of such individual or group;
3.4.4 incorporate any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law;
3.4.5 include “Liforme” or variations or misspellings thereof in its domain name and/or as keywords in PPC campaigns;
3.4.6 promote political or religious agendas and/or any known associations with hate, criminal and/or terrorist activities;
3.4.7 make representations through domain name, code, designs, imagery, video, text or otherwise that makes your website resemble the Liforme website in a manner which leads customers to believe you are the Liforme website, business or a legal representative of Liforme in any way. Creation of separate websites to solely promote Liforme’s products and services is also strictly prohibited;
3.4.8 offer rebates, coupons, or other form of promised kickbacks from your Commission as an incentive (and for the avoidance of doubt, any added bonuses or bundling other products with Liforme are only permissible with prior written permission from Liforme on a case by case basis); and/or
3.4.9 make false claims and promote non-existing discounts, coupons, bargains or use other misleading strategies to gain traffic through the affiliate links.
3.5 Affiliates may not use phrases, such as Liforme Coupon(s), Liforme Discount(s) or other phrases implying coupons are available. Any misspellings of our brand name in combination with coupon/deal/savings or any synonyms or similar alterations of these words are also strictly prohibited.
3.6 Liforme reserves the right, at any time, to review your link placement and either approve or disapprove the use of your affiliate links and require that you change the placement of links or ask you to comply with Liforme’s guidelines.
3.7 If your account was terminated due to violations set forth in this Agreement, Liforme may in its absolute discretion allow or not allow you to create another account in Liforme’s Affiliate Programme.
4. Rights and Intellectual Property
4.1 Liforme grants Affiliate the right and licence during the Term to use Liforme’s name and trade marks as well as the intellectual property in Liforme’s product designs, solely in connection with the Affiliate’s promotion of Liforme’s brand and products in accordance with the terms hereof.
4.2 Affiliate grants to Liforme the right and license during the Term to use (via online channels only) content and/or promotional material created by Affiliate and referencing Liforme’s brand or products (including a right to use Affiliate’s name and/or image) which Affiliate has already posted online or which Affiliate has provided separately to Liforme, in connection with Liforme’s advertising, merchandising, promotion, distribution and sale of Liforme’s products and brand throughout the World. For the avoidance of doubt, upon expiry or termination of the Term, Liforme shall not actively post or use such content/material, but it is acknowledged and agreed that materials already posted online may remain there after the Term.
4.3 It is acknowledged and agreed that all intellectual property rights and other rights in and to all of Liforme’s products and/or brand remain the property of Liforme and Affiliate hereby assigns unconditionally and irrevocably in perpetuity all rights relating to Liforme’s products and/or brand to Liforme, without reservation or condition.
5. Confidentiality
5.1 Both parties agree to keep entirely confidential at all times the terms of this Agreement as well as any other information of a confidential nature pertaining to the other party which either party may learn or receive during the course of the business relationship between the parties. Affiliate agrees to keep confidential all aspects of the Affiliate programme, and Affiliate agrees not to make any derogatory statements about Liforme during the Term or at any point thereafter.
6. Termination.
6.1 Either party shall have the right to terminate this Agreement with immediate effect on written notice to the other party upon the occurrence of:
6.1.1 the bankruptcy or legal event of insolvency of the other party;
6.1.2 the material breach (uncured within 30 days of receipt of a notice from the other party of the applicable breach, or within 7 days in the case of breach of any of the obligations set out in clause 4.4 above) by the other party of the terms of this Agreement;
6.2 Liforme shall also have the right to terminate this Agreement with immediate effect on written notice to Affiliate in the event that Affiliate commits any act or does anything which might tend to bring Liforme into public disrepute, contempt or scandal, or which might tend to reflect unfavourably on Liforme (as determined by the CEO of Liforme in good faith).
7. General
7.1 Each party represents and warrants to the other that they are legally free and entitled to enter into this Agreement and to grant the rights expressed to be granted herein.
7.2 All notices required to be served under this Agreement shall be in writing and may be served by personal delivery, by post, or by email on/to the parties at their addresses set out in this Agreement. Notices shall be deemed to have been served at the time of delivery if sent by personal delivery, at the time recorded as sent if sent by email, or within three (3) business days after posting. Notices by email shall be sent to Liforme at affiliates@liforme.com and to Affiliate at the email address the Affiliate normally uses to communicate with Liforme.
7.3 Nothing contained in this Agreement shall be deemed to constitute or create a partnership or joint venture between the parties and neither party shall hold itself out as the agent of the other. Affiliate confirms that he/she enters into this Agreement as an independent contractor, fully responsible for his/her own taxes in relation to any sums paid to Affiliate by Liforme.
7.4 No waiver by the parties of any failure by them to keep or perform any covenant or condition of this Agreement shall be deemed to be a waiver of any preceding or succeeding breach of this Agreement.
7.5 If any clause or any part of this Agreement or the application of the same to any party shall for any reason be adjudged by a court or other legal authority of competent jurisdiction to be invalid, such judgment shall not affect the remainder of this Agreement, the terms of which shall remain in full force and effect.
7.6 Liforme shall be entitled to assign this Agreement in whole or in part to any third party and to assign, licence and deal with the services of Affiliate in this Agreement. In the event of any assignment, licence or dealing, Affiliate shall continue to fulfil Affiliate’s obligations in this Agreement.
7.7 This Agreement represents the entire agreement between the parties in respect of its subject matter and replaces any previous agreement(s) relating to the subject matter and may be varied only in writing signed by the parties.
7.8 This Agreement may be executed in counterparts.
7.9 This Agreement shall be governed by the laws of England and the English Courts shall have non-exclusive jurisdiction.
