THIS AGREEMENT contains the complete terms and conditions that apply to an individual or entity’s participation in the Adaptalux Affiliate Program (the “Program”). This Agreement is made and entered into by and between Adaptalux Ltd and you. As used in this Agreement, “we/us/our” means Adaptalux and “you” means the applicant specified in the Application, as that term is defined below. “Source” means a World Wide Web site or form of sharing the affiliate link, including talks, presentations, and printed media.
We may reject your Application for any reason whatsoever, including, but not limited to our determination (in our sole discretion) that your Source is unsuitable for the Program (“Unsuitable Sources”). Unsuitable Sources include, but are not limited to, those that a. contain or link to nudity or pornography or promote sexually explicit materials; b. promote violence; c. promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age; d. promote illegal activities; e. infringe intellectual property rights of ours, or otherwise violate the rights of any third party: f. contain, in our sole judgment, material that is defamatory, fraudulent, or harassing to us or any third party; or promote the use of any pyramid or similar schemes. If we reject your Application, you are welcome to reapply to the Program at any time.
Affiliates are not employees of Adaptalux Ltd and are not entitled to any rights or privileges afforded to employees.
Only items that were purchased by customers who use the Adaptalux Affiliate Link or code from your source to the Adaptalux Website are considered direct sales (“Direct Sales”). You must declare that you are using an affiliate link in your source.
Direct Sales placed through the Adaptalux Affiliate Link or code on your site are reduced by items that are not shipped, cancelled by customers, returned, charged back or refunded at a later date.
We reserve the right to exclude items ordered by you (using the Adaptalux Affiliate Link or code which would otherwise qualify for Direct Sales) and to not pay commissions for them, if we deem it necessary, in our sole and absolute discretion, to prevent abuse of the Adaptalux Affiliate Program, or to reject orders that do not comply with any requirements that we periodically may establish.
Adaptalux will be responsible for processing orders and will handle all customer service issues. Adaptalux will track sales by customers who purchase products by using the Adaptalux Affiliate Link or code from your source to the Adaptalux Website. A statement of activity is available to you on the Adaptalux Website.
Commissions for direct sales are earned in the following manner:
Direct Sales Commissions – 5%
Leveled-up Commissions are available based on affiliate performance and special circumstances at the discretion of Adaptalux – Up to 10%
When the total commissions due to you exceed fifty GDP (£50.00) at the end of any calendar month, we will send the commissions via Paypal or BACs for the applicable commissions (less any taxes required to be withheld under applicable law). Commissions shall only be paid on a completed and delivered direct sales order, that is past its thirty (30) day return date. Commissions can be paid in GBP, EURO or USD. Such commission will be sent approximately thirty-five (35) days after the end of any calendar month in which accumulated earned commissions exceed fifty GBP (£50.00). If at the end of any calendar month earned commissions are less than fifty GBP (£50.00), such earned commissions will be disbursed once they exceed fifty GBP (£50.00).
If your participation in the Adaptalux Affiliate Program is terminated by you and your pending commissions are less than twenty five GBP (£25.00), these commissions shall be forfeited. If your participation in the Adaptalux Affiliate Program is terminated by Adaptalux due to a violation of this agreement, all pending commissions will be forfeited. In order to receive a pending commission, you must register your bank account, PayPal account or credit, or debit card with our payout service. We only pay out using these methods. We reserve the right to reject affiliate commissions for any reason. This may occur if an order is refunded or the method the referral was generated is in violation of this agreement.
The term of this Agreement will begin upon our acceptance of your Adaptalux Affiliate Program application and will end when terminated by either party. Either you or Adaptalux may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. Accounts that have lied dormant after a six (6) month period of no activity, can be terminated, suspended or removed by Adaptalux. Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site, all links to the Adaptalux Website, and all of our trademarks, logos, and all other materials provided by or on behalf of us to you pursuant hereto or in connection with the Adaptalux Affiliate Program. You are eligible to earn commissions only on sales of qualifying products that occur during the term, and commissions earned through the date of termination will remain payable only if the related orders are not canceled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid during this cancellation transition period.
We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion, by posting a change notice or a new agreement on the Adaptalux website. Modifications may include, for example, changes in the scope of available commissions, commission schedules, payment procedures, and Adaptalux Affiliate Program rules. If any modification is unacceptable to you, you may choose to terminate this agreement. Your continued participation in the Adaptalux Affiliate Program following our posting of a change notice or new agreement on the Adaptalux Website will constitute binding acceptance of the change.
IN NO EVENT SHALL ADAPTALUX’S LIABILITY EXCEED THE COMMISSION FEES PAID TO YOU WITHIN THE PREVIOUS TWELVE (12) MONTHS. IN NO EVENT SHALL ADAPTALUX BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST SAVINGS, OR LOSS OF BUSINESS OPPORTUNITY) ARISING OUT OF OR RELATING TO THE ADAPTALUX AFFILIATE PROGRAM EVEN IF ADAPTALUX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.