TDT ONLINE AFFILIATE PROGRAM –
TERMS AND CONDITIONS
Thank you for your interest in becoming an affiliate partner of TDT. Please find in this agreement all the terms and conditions that apply to your participation as an affiliate of TDT Online.
Terms & Conditions of:
TDT Online LLP
10 St Mary’s Court,
St Mary’s Street,
Hereinafter referred to as: user
Article 1. Definitions
These terms and conditions include:
“User”, “Our”, “TDT Online”, “TDT”: The user of the terms and conditions;
“You”, “Yours”, “Partner”, “Affiliate”: The affiliate;
“New Client(s)”, “Client(s)”: The new client referred to TDT Online by the Affiliate;
“Affiliate Program”: The program managed by TDT Online by which participating entities refer new clients to sign up for TDT Online’s services and in exchange receive a referral commission fee based on the terms & conditions set out in this contract.
Article 2. Term of the agreements
2.1 The term of this agreement will begin on our acceptance of your application to enrol in the Affiliate Program of TDT online, such application signifying your acceptance of this agreement;
2.2 The term shall be for a period of one (1) month from said acceptance, and shall automatically renew for successive one (1) month terms unless either party gives seven (7) days notice to the other that it intends not to renew the agreement at the end of the current term.
Article 3. Forbidden actions
The agreement will be terminated without notice if, in its sole discretion, TDT Online determines that the Affiliate has breached any or all of the following explicitly prohibited actions. If the agreement is terminated under this provision the Affiliate will forfeit any accumulated earnings.
3.1 Inappropriate Content. No link or promotion for user’s services will be placed on any page or screen that contains content that: incites, encourages, advocates or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age; incites, encourages, advocates or promotes illegal activities including, but not limited to, violence against persons or property, terrorism, armed insurrection, piracy or treason; incites,
encourages, advocates or promotes the sexual abuse or exploitation of children and minors; violates the intellectual property rights of third parties; or contains or promotes deceptive information;
3.2 Own Purchases. Affiliate shall not use their own affiliate link in order to receive commissions on purchases or subscriptions, made by them or any business registered in their name.
Article 4. Referral Fees
4.1 TDT Online will pay you a one-time referral fee equal to twenty percent (20%) of the fixed annual subscription fee of the respective service package that has successfully been referred (excluding any additional commission or percentage fee), after the new client has made a successful payment for a one (1) year contract of these services;
4.2 The referral is considered successful once the new client referred by the Affiliate has signed a one (1) year contract with TDT Online and has paid their fixed annual subscription fees in full;
4.3 You are only eligible to earn a Referral fee during the term of the contract.
Article 5. Payment
5.1 The affiliate will receive their referral fee, once all conditions as set out in this contract are met, within a maximum of ninety (90) calendar days after the successful payment for services by the new referred client;
5.2 Referral fees will be paid out to the Affiliate on a quarterly basis, in which any aggregate of eligible referrals will be paid out at once;
5.3 Payments shall be made in Euros;
5.4 Depending on the Affiliate’s country of residence and in mutual agreement with TDT Online, referral fees will be either:
paid out to an Affiliate’s PayPal account,
paid out to an Affiliate’s IBAN Bank number,
settled on the next invoice from TDT Online in the scenario that Affiliate is also a client of TDT Online’s services for which it receives regular invoices;
5.5 Affiliate shall be responsible for all taxes, if any, associated with the receipt of any payments imposed by any governmental organisation in which the Affiliate has tax residence.
Article 6. Reporting and accounting
6.1 The Affiliate will be provided with a unique referral ID which is used to identify an Affiliate, if any, associated with a new client which qualify for referral fees;
6.2 It is the Affiliate’s responsibility to communicate their unique referral ID to any new clients in order to qualify for referral fees;
6.3 New Clients will be given the opportunity to enter a referral ID upon booking a first consultation/appointment with TDT Online;
6.4 In the scenario that a new client has forgotten to enter a referral ID upon making a first consultation/appointment, the client or affiliate will have the opportunity to communicate the referral ID to TDT Online until a service contract is signed in order for the affiliate to qualify for any referral fees, after which the new client is not considered to be referred by the affiliate and therefore no referral fees can be claimed.
Article 7. Confidentiality
Both parties are required to maintain confidentiality of any confidential information they have obtained from one another or from any source under their agreement. Information is confidential if notified by the other party or if it is due to the nature of the information.
Article 8. Intellectual property
8.1 Except for the provisions of Article 7 of these Terms, the User reserves the rights and powers conferred upon it by virtue of applicable Copyright Acts, including the “Auteurswet”;
8.2 TDT Online grants to the Affiliate during the term a non-exclusive, non-transferable, royalty-free license to establish links between yours and our websites and to use our trade names, logos, trademarks and service marks on your site solely as is reasonably required to establish and promote our services in order to perform your obligations under this agreement;
8.3 Except as set in article 8.2, TDT Online reserves all rights, title and interest in respective intellectual property rights;
8.4 TDT Online also reserves the right to use the knowledge acquired by the execution of the work for other purposes, insofar as no confidential information is disclosed to third parties.
Article 9. Termination
Both parties may, at the end of the minimum term of one (1) month, at any time terminate the agreement in writing with or without cause. The parties must in that case have a notice period of at least seven (7) calendar days.
Article 10. Liability
10.1 Neither TDT Online nor the Affiliate will be liable to the other for any indirect, special, punitive, or consequential damages (including, without limitation, lost profits or lost data) arising out of this agreement;
10.2 The user’s liability arising from this agreement whether in contract or tort, will not exceed the amounts payable to affiliate hereunder.
Article 11. Obligations of the Affiliate
11.1 The affiliate is obliged to act in accordance with applicable laws and regulations and has acted in accordance with what can reasonably be expected of a responsible and careful affiliate;
11.2 The affiliate will adhere to the obligations, instructions and restrictions stated by the User, as laid down in these Terms and Conditions. The affiliate is forbidden to violate any third party's rights, to show any conduct contrary to good or public order, nor to harm third parties or to the user. In particular, the affiliate will:
Not infringe any third party intellectual property rights;
Not distribute illegal and / or criminal data, including racist expressions, child pornography, criminal data traffic, and offensive expressions;
Refrain from entering another computer on the internet without consent (hacking), whereby the affiliate breaches any security or accesses restricted data using a false key;
Refrain from spamming; sending unsolicited large amounts of emails with the same content.
Article 12. General Provisions
12.1 You and TDT Online are entering this agreement as independent contractors and nothing will be construed to create a partnership, agency, joint venture or employment relationship between you and TDT;
12.2 Neither you or TDT Online will be considered to be in breach of, or default under, this agreement on account of any delay or failure to perform as a result of any causes or conditions that are beyond our respective reasonable control. If any force majeure event occurs, the affected party will give prompt written notice to the other and will use commercially reasonable efforts to minimise the impact of the event;
12.3 If any provision of this Agreement will be declared by any court of competent jurisdiction to be
illegal, void or unenforceable, all other provisions of this Agreement will not be affected and will remain in full force and effect.
Article 13. Applicable law
English law applies to any agreement between the user and the affiliate.
Applicable is always the latest registered version or the version as it was at the time of the completion of the present agreement.