|
|||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
||||
|
Member of the Which? Webtrader
Code of Practice
We are members of the
Trust-On-Line
customer assurance scheme. Shop online with confidence.
|
|
||
|
The enclosed agreement sets out the agreement between both parties associating in The Magazine Shop Referral Program
Once you have read it and agree with these conditions please go back and fill out the referral form
1. Definitions
| "Product" | means any item offered for sale through our The Magazine Shop |
| "Site" | means, depending on the context, either our Internet site or your own Internet site |
| "us/our/we" |
means Brown Bear Publishing whose registered office is at:
Royex House,
Aldermanbury Square London EC2V 7HR United Kingdom |
| "you/your" | means you the applicant. |
2.1 By completing and submitting our AFFILIATES PLAN APPLICATION FORM youindicate your acceptance of our terms and conditions as set out in this Agreement.
2.2 On receipt of your completed Application Form we will evaluate your application and confirm our acceptance or refusal of the same. On confirmation of our acceptance the terms and conditions in this Agreement shall immediately take effect and govern your relationship with us in connection with our Affiliates Plan. We may in our absolute discretion refuse any application of which we do not approve and, without prejudice to the generality of the foregoing, we will not accept any applications from prospective applicants who promote violence, discrimination, sexually explicit materials, illegal activities or any other matters which may be morally unacceptable or contrary to public policy.
3. Selection of Products
3.1 As a member of our Affiliates Plan you will be entitled to select products from our Site to list for sale on your own Site. For each selected Product you will:
(a) provide a special link on a format approved or provided by us from each Product reference on your Site directly to the corresponding reference on our Site; and
(b) display and be responsible for the content and style of a short description or review of the Product.
3.2 As a member of our Affiliates Plan and subject to compliance with the terms of this Agreement you may add or delete Products and their related links from your Site from time to time without the need to first seek our prior approval.
4. Order System
4.1 We will be responsible for the procuring and fulfillment of orders placed by customers who follow the special links from your Site to our Site and, in particular, we will:
(a) prepare order forms and provide access to our automated ordering system;
(b)process payments, cancellations and returns;
(c) log sales and prepare reports of the same;
(d) provide a customer service facility
4.2 We may reject orders from time to time which do not comply with our requirements as amended from time to time.
5. Fees and Payment
5.2 We pay you: commission : 5% on all Magazine Subscriptions sold..1 For any Products ordered and paid for by customers using the special links from your Site to our Site and made through our automated ordering system we will pay a fee to you based upon the sale price of the Product and our fees schedules as the same may be amended from time to time.
5.3 In certain circumstances no fees will be payable and, at present, the exclusions cover the following situation:
5.4 Any fees due to you under this Agreement shall subject to the provisions of clause 5.5 below, be paid to you by way of cheque quarterly in arrears on 31 March, 30 June, 30 September and 31 December in each year.
5.5 Where
(a) the amount of fees payable to you do not exceed ?100 we will continue to hold these for you until the earlier of:
(i) the quarter date on which the amount of fees we hold for you exceed ?100 whereupon the whole amount shall be paid to you; and
(ii) the date of termination of this Agreement;
(b) any Products which generated a fee for you are returned by a customer and in relation to which we give a credit or reimbursement to that customer we will be entitled to deduct the same from monies we hold on your account or if there are none we will send you an invoice for the same which shall be payable within seven (7) days of receipt (time being of the essence).
6. Pricing
All Product prices will be as determined by us from time to time. The Product prices on our Affiliates Plan will mirror those directly available through our own Site but since the prices may change from time to time you shall not include price information on your own Site and the customer will only obtain this information once he has used the special links from your Site to ours. It should be noted that we cannot guarantee the price or availability of any particular Product at any given time through we will use reasonable commercial efforts to provide the best service possible.
7. Affiliates Duties
7.1 As a member of our Affiliates Plan you hereby agree:
7.2 In addition, we encourage you to include a link to our Site's home page at http://www.magazineshop.co.uk
7.3 You accept full responsibility for the operation of your own Site and for the materials (including the Products) that appear on it. You hereby Agree that we have no liability in relation to the same and that you shall indemnify us and keep us fully and effectively indemnified from and against all claims, damages and expenses (including professional fees and court fees) relating to the same.
8. Grant of Rights
8.1 As a member of our Affiliates Plan you will have the benefit of a non-exclusive licence to use our name and the logos and phrases referred to in clause 8.1 above solely in relation to your participation as an Affiliates Plan Member. You may not use or modify our name, the logos or phrases in any way and you agree that this licence may be revoked by us at any time on written notice. All our rights to our intellectual and industrial property including moral rights are expressly reserved.
8.2 The terms of this Agreement will begin upon our acceptance of your Program application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause by giving the other party written notice of termination. You are only eligible to earn referral fees on sales occurring during the term, and fees earned through the date of termination will remain payable only if the related book orders are not cancelled or returned. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
9. Modification
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 our Site. Modifications may include, for example, changes in the scope of available referral fees, fee schedules, payment procedures and program rules. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the program following our posting of a change notice or new Agreement on our Site will constitute binding acceptance of the change.
10. Relationship of Parties
You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, distributorship, agency, franchise, sales representative, or employment relationship between the parties.
11. Limitation of Liability
We will not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this Agreement or the Affiliates Plan, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the program will not exceed the total referral fees paid or payable to you under this Agreement.
12. Disclaimers
We make no express or implied warranties or representations with respect to the Affiliates Plan or any Products sold through the Plan (including, without limitation, warranties of fitness, merchantability, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, we make no representation that the operation of our Site will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors
13. Independent Investigation
You acknowledge that you have read this Agreement and agree to all its terms and conditions. You understand that we may at any time (directly or indirectly) solicit customer referrals on terms that may differ from those contained in this Agreement or operate web sites that are similar to or compete with your web site. You have independently evaluated the desirability of participating in the program and are not relying on any representation, guarantee, or statement other than as set forth in this Agreement
14. Waiver
Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.
15. Assignment
You may not assign this Agreement, by operation of law or otherwise, without our proper written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against the parties and their respective successors and assigns.
16. Law
This Agreement will be governed by and construed in all respects in accordance with English law.
