LEAD TRADE TERMS & CONDITIONS

1)    INTRODUCTION

This agreement will be registered between Lead Trade (the Company) and the Affiliate submitting the application to join the Company network. If accepted as an Affiliate, he/she agrees with the terms and conditions within this contract, as well as any other campaign terms from offers on the Company network.

In order to become an Affiliate for Lead Trade, you must carefully read the following agreement. If you agree to and accept the terms of the agreement and are at least 18 years of age, please click the “Accept” option at the bottom of these terms and conditions. You will then be directed to fill out the Affiliate registration process. If you do not accept the agreement, you will not be able to continue with the Lead Trade application process.

A member of the Lead Trade team will carefully review your Affiliate application and you will either be accepted or rejected to join our network. You will be notified of the decision within 2-3 working days via the email you have provided in the application. The information provided will not be disclosed to any outside parties, regardless of the decision of acceptance.

If Lead Trade do accept your registration and you become an approved Affiliate, you have acknowledged and agreed to all of the terms and conditions within the following document.

2)    DEFINITIONS

Within these terms and conditions, the following definitions apply:

o    “Affiliate”
– The entity that shall be paid a fee for advertising a link(s) from a merchant website to their own website or for generating Leads or Conversions

o    “Click-Fraud”
– The action of frequently clicking an advertisement from a link to website, with the aim to generate higher revenue from the merchant or network.

o    “Content”
– A visual or textual display, which encourages a user’s experience on the website.

o    “Conversion”
– A user who has been directed to the linked website takes the desired action, e.g. filling out a form.

o    “Lead”

– Specified contact information supplied by a user in response to an advertisement

o    “Merchant”
– An owner of a business that aims to increase user traffic, awareness and sales through online advertising, from a network of Affiliate websites.

o    “Traffic”
– The amount of valid clicks, conversions or sales from a website.

o    “Visitor”
– A person who clicks on the link to an Affiliate’s website.

o    “Working/Business day”
– From Monday to Friday, excluding bank or public holidays in the UK

3)    AFFILIATE REQUIREMENTS

The Affiliate will be subject to a reviewing process and could be rejected for any reason, or any time in which the Company decides.

Each Affiliate is held fully responsible for the content they release, including: accuracy of content, website and adverts. Each one must comply with The Consumer Contracts Regulations, Consumer Credit (Advertisement) Regulations 2004 and the Financial Services (Distance Marketing) Regulations 2004,

The Affiliate must provide valid information regarding their website and personal details, which includes contact information, company name, office address and VAT registration number and (only if applicable). The Company must be notified if there are changes to any of this information provided with the Affiliate application.

The Affiliate must own rights to the information provided, or consent from the lawful owner of the intellectual property. It is obligatory that any content used on the Company network does not breach intellectual property rights, or rights of third parties. Any content which is offensive or illegally used, can be taken down at any time and the Affiliate can be terminated from the network, potentially forfeiting any earnings or commissions they may have earned.

The Affiliate meets the requirements as set out under EU Regulation 2016/679 – the General Data Protection Regulation (“GDPR”);

4)    PAYMENT & EARNINGS

Unless stated otherwise within the campaign descriptions, payments will be made 28 days after the active month period and after the Company has been paid by the respective client.

The Affiliate will be due a minimum amount of £50, before he/she shall be paid their earnings or commission. Any amount below the required £50 will be transferred for the following month, providing the total is higher than £50.

The Company is responsible for determining payments to the Affiliate account. However, any errors or payment questions must be addressed within three (3) business days of receiving the payment. Any time after the three days, the payment will be deemed acceptable and accurate by you the Affiliate.

It is acknowledged that a merchant obtains the right to cancel any commission payment to the Affiliate with 5 business days of the transaction. This can be for incomplete or invalid transactions.

The Company has the right to cancel or delay a commission after the 5 day cancelation period, under unique circumstances. If there is a cancellation in the payment process, you will be informed within 3 working days, via email.

SELF-BILLING AGREEMENT

This is an agreement to a self-billing procedure between Customer Name:

And Supplier Name*: Leadtrade

The self-biller (the customer) agrees: To issue self-billed invoices for all supplies and services supplied to them by the self-billee (the supplier) until the end of the agreed contract term.

To complete self-billed invoices showing the supplier’s name, address.

To make a new self-billing agreement in the event that their VAT status changes.

The self-billee agrees:

To accept invoices raised by their self-biller on their behalf until the end of the agreed contract term.

Not to raise sales invoices for the transactions covered by this agreement.

To notify the customer immediately if they:

Change their VAT status.

Sell their business as a whole or in part.

5)    TERMINATION

The agreement between you the Affiliate and the Company will commence the day the application is accepted and will remain this way, until termination from either party. Both parties have the right to terminate this agreement by either email or written notice. This can be activated at any given time, without a required reason. Upon termination, the agreement will immediately finish and the Affiliate will be unable to use all the Company services.

The Affiliate will be paid any fees which are owed in the next payment period, unless there are any fraudulent, or illegal activities identified.

The Company reserves the right to terminate the agreement immediately, by email or written notice, under the following circumstances:

o    If the Affiliate does not comply with the terms of this agreements.

o    If the Affiliate is involved in any illegal or fraudulent activity.

o    If the Company deems the content on the Affiliate website inappropriate or offensive.

o    If the Affiliate does not generate any traffic for a period of three months.

 

6)    USE OF SERVICE

The Affiliate agrees that the data created can be passed on to a merchant for their own use within the network.

The Affiliate will be authorised to insert various links from a merchant’s website to their own websites that the Affiliate registered through the Company.

The Company have the right to modify, or terminate the service at any given time, without a notice period. If the Affiliate does not agree with any changes that the Company has made, they may terminate the agreement with the network. However, the Affiliate will not be able to take any further action regarding this matter. The Company may not be able to review all the data provided by the Affiliate, therefore, you shall be fully responsible for the content on your website.

The use of content on the Affiliate website shall adhere to the applicable laws or regulations, including content which is fraudulent, offensive, pornographic or abusive. 

7)     LIMITATIONS OF LIABILITY

We shall not be liable to you for any indirect or consequential loss that you may suffer even if such loss is reasonably foreseeable or if we have been advised of the possibility of such loss being incurred.

Notwithstanding any other provision in these Terms & Conditions, our liability to you for death or injury resulting from our own negligence or that of our employees, agents or sub-contractors shall not be limited.

8)    REPRESENTATIONS

The Company does not make any representations about any website which the Affiliate accesses through the network. The Company will not advocate or accept responsibility for the content used, or links provided to a website, apart from the Company website.

The Affiliate agrees to defend and uphold this agreement, for the directors, shareholders, Affiliates and employees of the Company against any legal charges, damages, liabilities, losses in which are involved with any breach of the conditions by the Affiliate.

9)    Confidentiality

                                 i.            Each Party (a “Receiving Party”) shall keep the Confidential Information belonging to the other Party (a “Supplying Party”) confidential and secret and shall not use or disclose or make the Confidential Information available, directly or indirectly, to any person other than its officers and employees who need the Confidential Information to enable the Receiving Party to perform its obligations under these Terms & Conditions and provided that such officers and employees are also obliged to keep such Confidential Information confidential and secret. The foregoing obligations shall not apply to any information acquired by the Receiving Party which:

                                ii.            at the time of its acquisition was in the public domain; or

                              iii.            at a later date comes into the public domain through no fault of the Receiving Party.

                              iv.            Each Party hereby agrees and undertakes:

                                v.            that all Confidential Information shall be and shall remain at all times the sole and exclusive property of the Supplying Party;

                              vi.            that its right to use Confidential Information shall wholly cease upon the termination of the Agreement; and

                             vii.            to return to the Supplying Party on termination of the Agreement all material embodying Confidential Information (including information stored on digital media) or any part thereof and all copies thereof.

Both parties acknowledge that all information, which includes; financial and business information, the terms of this agreement, customer and sales data, pricing, sales records, (provided by the Company or any Affiliate) will remain strictly confidential to any third party, unless otherwise stated in a written letter or email.

10) FRAUD 

The Affiliate agrees that he/she is absolutely prohibited from using any devices, content or means to commit fraudulent activity. Under no circumstances can the Affiliate breach any applicable law, use false information, or interfere with any other Affiliates. The Affiliate agrees to not use external means to increase website clicks or conversions by using deceptive acts or Click-Fraud.

All Traffic which is generated shall comply with the campaign’s terms and conditions, or this agreements. The Company has the right to determine what is considered fraudulent and can stop any payment to the Affiliate, resulting in termination.

11) MODIFICATIONS & INDEMNIFICATIONS

The Company has the right to modify any of the terms and conditions within this agreement at any given time. However, changes to the contract will be confirmed by either writing to the Affiliate via email, or displaying the changes on the Company website.

The Affiliate hereby agrees to indemnify the Company against any costs, liabilities, damage and expenses, in which are occurred from any breach of this agreement. The Company will also take no responsibility for misrepresentations or warranties provided by the Affiliate.

12) Company / Affiliate Relationship

Nothing in these Terms & Conditions shall constitute, or be deemed to create, a partnership between the Parties; nor, except as expressly provided, shall it designate, or be deemed to designate, any Party the agent of any other Party for any purpose.

Subject to any express provisions to the contrary in these Terms & Conditions, you shall have no right or authority to and shall not do any act, enter into any contract, make any representation, give any warranty, incur any liability, assume any obligation, whether express or implied, of any kind on our behalf or bind us in any way.

13) REMEDIES

The Company reserves the right to cancel or withhold any payment and take the appropriate legal action to cover damages/losses against any Affiliate that breaches the terms of this agreement.

If the Company has determined any violations within the agreement, misrepresentations, or receives complaints about an Affiliate, the Company has the right to take action, or terminate the Affiliate from the network. The Affiliate may have a 3 day period in which they can respond to this, which the Company will then provide the Affiliate an appropriate explanation.

Disclaimers

                                 I.            We make no warranty or representation that our website, will meet your requirements or those of your visitors, that they will be of satisfactory quality, that they will be fit for a particular purpose, that they will not infringe the rights of third parties, that they will be compatible with all systems, that they will be secure and that all information provided will be accurate.

                                II.            We make no guarantee of any specific results from the use of our website or from enrolment in the Programme.

                              III.            We make no guarantee that our website shall remain functional and accessible to all users of the internet.

Affiliate Warranties and Indemnity

In accepting these Terms & Conditions you hereby warrant and acknowledge that:

                                 I.            Your website does not and will not contain any content that:

                                II.            is in any way unlawful, harmful, threatening, obscene, harassing, discriminatory, defamatory or otherwise objectionable;

                              III.            facilitates or promotes violence, terrorism, or any other criminal activity;

                              IV.            is sexually explicit; or

                               V.            infringes or assists or encourages the infringement of any intellectual property rights belonging to any party.

                              VI.            All necessary authorities, consents and approvals have been obtained in respect of your obligations under these Terms & Conditions and will remain valid and effective throughout the Term;

                            VII.            Your obligations under these Terms & Conditions shall constitute legal, valid and binding obligations on you.  Such obligations shall be direct, unconditional and general obligations;

 

14) GOVERNING LAW

The terms and conditions provided in this agreement shall be governed by and constructed in accordance with the law of Gibraltar. This involves any claims or disputes which are connected to the subject, including non-contractual claims or disputes.

Both parties agree that the courts of Gibraltar will have exclusive jurisdiction when it comes to settling any dispute or claim that is brought up in any connection to these terms and conditions.

By submitting an application to the Company network, the Affiliate is confirming that he/she has read this agreement in its entirety and agree to be bound by the all of the terms and conditions included. If the Affiliate does not agree to any of the terms and conditions within this agreement, they should not continue with the application process.