1. The Agreeing parties
1.1. A natural or legal entity involved in the ABAfin Solution affiliate program, hereinafter referred to as the - Partner. Participation in the program means complete acceptance of these terms and conditions.
2. Conditions of the affiliate program
2.1. The affiliate program is aimed at providing tools and resources to the partners for boosting sales by attracting subscriptions to new services and new customers of products via the website ABAfin Solution.
2.2. ABAfin Solution pays the partner a commission for every order placed with ABAfin Solution through the partner, after delivering the product or the services to ABAfin Solution customer. The amount of the commission depends on the type of service or product and is calculated for every service and product separately in the Campaign information of the Affiliate panel.
3. Obligations of ABAfin Solution
3.1. URL encoding. ABAfin Solution provides a URL encoding intended specifically for your identification thus allowing you to create a link to ABAfin Solution website ABAfin Solution. You can post this link on any site as many times as you like according to the provisions of this Agreement regarding appropriate sites.
3.2. DirectLink. ABAfin Solution allows to register a direct URL to be used for identifying visitors by referrer's information to avoid using the partner parameter encoded URL. All DirectLink URL of partners need to be approved by ABAfin Solution.
3.3. Tracking. ABAfin Solution undertakes to track the visitors directed to ABAfin Solution via your link and the partner will get commission for every such redirecting activity under this Agreement according to the commission schedule and the provisions of the Affiliate Agreement.
3.4. Admission of partners. Every partner joining the ABAfin Solution Affiliate program is verified by the affiliate manager and only proper partners are approved to join the ABAfin Solution affiliate program. The conditions on joining the program are not incorporated in this Agreement and the Affiliate manager makes a unilateral decision based on the qualification and experience in affiliate marketing of the applicant.
4. Obligations of the Affiliates
4.1. Joining the program. After filling in the registration form, checking the box "I agree to the terms and conditions", and approval, you will become an Affiliate bound by the provisions of this Agreement. The sole purpose of your partnership in the program is: To advertise ABAfin Solution website by any legally accepted means. To get commission for the products purchased by the persons you have directed.
4.2. The minimum age (in case of natural entities). You hereby confirm that on the day of your first agreement to the provisions of this Agreement you are at least 18 years old. You also confirm your location in a jurisdiction where partnership in ABAfin Solution affiliate program is no violation of legislation.
4.3. Legal capacity (in the case of legal entities). You hereby confirm that you are fully and properly authorized to represent the legal entity on whose behalf you have signed this Agreement.
4.4. Active link. You are fully responsible for ensuring that your encoded URL works properly and continuously. You undertake to inform ABAfin Solution in case your encoded URL is no longer working properly or is not working at all.
4.5. Acknowledgments. You undertake to make no acknowledgments, Promises, guarantees or any other statements about ABAfin Solution, On behalf of ABAfin Solution or about ABAfin Solution website, products or policy, except those specifically approved in writing or granted to you by ABAfin Solution in any other way for such purposes.
4.6. Link. You can use the encoded URL assigned by ABAfin Solution via the available ABAfin Solution website or by any other means, on a condition that the use of encoded URL does not discredit ABAfin Solution or is otherwise unacceptable according to an unilateral judgement and decision of ABAfin Solution. You shall not violate copyright, trademarks, or other intellectual property rights of ABAfin Solution or any third person. You shall not breach this Agreement.
4.7. Amendments. You hereby agree that ABAfin Solution may amend this Agreement at any time without notifying you of it. You undertake to independently get information on any amendments to this Agreement, by viewing the agreement section of ABAfin Solution Affiliate control panel.
4.8. ABAfin Solution customers. ABAfin Solution has exclusive rights and obligations to serve all customers attracted via your encoded URL. All transactions with the customers regarding services are made solely between the customer and ABAfin Solution. ABAfin Solution has the right and the obligation to determine all price and product offers, as well as the right to Change them without notifying the affiliates.
5. Commissions
5.1. The amount of commission. Commissions are paid on a monthly basis for the sales gained via your encoded URL under the terms and conditions of this Agreement. Current amounts of commissions for each affiliate campaign is available on the Panel Campaign list of every service and product.
5.2. Approval of commission. ABAfin Solution considers and approves each eamed commission based on the identification data and other details of the order. Only commissions for valid orders are approved for payment.
5.3. Payment term. ABAfin Solution will pay you all approved commissions for the previous months until the 20th day of the current month. Commissions are paid as soon as the amount has reached the minimum amount of EUR 70.
5.4. Calculation time. ABAfin Solution undertakes to pay you the commission referred to in Section 5.1 of this Agreement after approval of this commission. ABAfin Solution may change the amount of commission or any other provision of this Agreement at any time without notifying the affiliates of it. The affiliate has an obligation to check the Campaign page on a regular basis to get information on such changes.
5.5. No internal sales are allowed. You understand and agree that you will get no commission for purchasing your ABAfin Solution services and products.
5.6. Payment method. The commissions are transferred into the Bank account that you have indicated during registration or later changed on your ABAfin Solution panel. ABAfin Solution shall not be held liable for any losses or damages caused by Bank payment transactions or in relation thereof.
5.7. Payment procedure (in the case of legal entities). ABAfin Solution pays the affiliate the commissions based on an invoice of the affiliate for the previous month until the 20th day of the current month. Commissions are paid as soon as the amount has reached the minimum amount of at least EUR 70. The affiliate shall send electronic invoices to ABAfin Solution e-mail address — info@abafin.eu according to the information contained in the ABAfin Solution report submitted by the 15th day of every month regarding the services provided by the affiliate in the previous calendar month and the amount of commission payable to the affiliate. The parties confirm that they agree to electronic exchange of invoices and other documents under this Agreement using e-mail addresses of the Parties and the documents submitted electronically shall be deemed to be properly prepared and equal to written and signed by hand documents.
6. Ownership rights and licenses
6.1. Ownership rights to property. Each party of this Agreement reserves all rights, ownership rights, and interest in its names, logos, trademarks, service marks, work uniforms, including but not limited to those names, logos, trademarks, service marks, work uniforms, copyrights and patented technology, that the party is using know or might develop and/or use in future.
6.2. Brand keywords. It is prohibited to use the keyword "ABAfin Solution" as a part of domain or sub-domain, to create accounts on web resources (Twitter, Instagram, Facebook, etc.) incorporating fully or partially brand keyword.
6.3. Termination upon a request. You agree to immediately terminate the use of any brand upon a request of ABAfin Solution sent to your e-mail address stored in the ABAfin Solution affiliate program profile.
7. Termination
7.1. Impact on the commission. Each of the Parties may terminate this Agreement at any time by giving a written notice to the contact e-mail of the other Party. Except the termination under Section.
7.2 of this Agreement, any commission in the total amount over the minimum amount of EUR 70 that has been approved on the day of such termination shall be paid after the termination. Any commission that has not been approved on the day of termination shall not be approved after the termination.
7.2. Breach of this Agreement. Any breach of this Agreement or its provisions, intentional or unintentional, deliberate or accidental is a reason for immediate suspension of the Agreement or complete termination of the Agreement by unilateral decision of ABAfin Solution.
7.2.1. Suspension. Suspension within the meaning of this Section is a suspension of all commission payments — both approved and pending until the breach is eliminated. In case the breach is faded to be eliminated within a reasonable time period set by ABAfin Solution, suspension shall become a termination under Section 7.2 as of the day of initial suspension.
7.3. Remaining in force. After terminating the Agreement All rights and licenses granted under the Agreement shall be immediately annulled. Paragraph 4.6, Section 7 (Termination), Clause 8.1 —8.14 (incl.) and Clause 8.16-8.19 shall remain in full force and effect after such termination.
8. General conditions
8.1. Authorities. Each of the Parties guarantees to the other Party that it has a binding authority to sign thus Agreement And in case of an organization that is not a person accepting the terms and Conditions of this Agreement, the person accepts full and binding authorization on behalf of the organization.
8.2. Infringement. You hereby undertake not to infringe copyright, patents, trademarks, trade secrets or other property rights or privacy and publicity rights of third persons by any your activity under this Agreement or in connection with mutual transactions of the affiliate and ABAfin Solution.
8.3. Violating the law. You hereby undertake not to violate any effective law, decrees, regulations, or standards.
8.4. Terms of services. You hereby undertake to ensure that all your activities under this Agreement or in connection with mutual transactions of the affiliate and ABAfin Solution comply with the provisions of the Agreement incorporated therein as if they were explained in detail.
8.5. Unsolicited e-mail — spam. You hereby undertake to ensure that all your activities under this Agreement or in connection with mutual transactions of the affiliate and ABAfin Solution shall not involve sending unsolicited commercial e-mails (so called spam) and prevent the use of spam in connection with the affiliate program ABAfin Solution.
8.6. Defamation / slander. You hereby undertake to ensure that all your activities under this Agreement or in connection with mutual transactions of the affiliate and ABAfin Solution shall not involve disclosure of any information that Is or might be considered libelous or defamatory.
8.7. Decency. You hereby undertake to ensure that all your activities under this Agreement or in connection with mutual transactions of the affiliate and ABAfin Solution shall not involve posting ABAfin Solution advertising on websites and forwarding any information that is or might be considered inappropriate, pornographic or obscene.
8.8. Unfair competition. You hereby undertake to ensure that all your activities under this Agreement or in connection with mutual transactions of the affiliate and ABAfin Solution violate no laws of unfair competition regarding discrimination, fake advertisements or this agreement.
8.9. Promoting violence. You hereby undertake to ensure that all your activities under this Agreement or in connection with mutual transactions of the affiliate and ABAfin Solution shall not involve anything that would promote violence or spread hate speech.
8.10. Harm to ABAfin Solution. You hereby undertake to ensure that all your activities under this Agreement or in connection with mutual transactions of the affiliate and ABAfin Solution shall not involve anything whatsoever that might harm ABAfin Solution or damage its servers or equipment, including, to use or send viruses, time bombs, Trojan horses, computer worms, screening robots or other harmful or dangerous software.
8.11. Use no auto-links. You hereby undertake not to use any links that are or might be activated automatically by not clicking on them.
8.12. Warranties. You hereby acknowledge and agree that any services or materials provided by ABAfin Solution under this Agreements are provided on an "as is" basis, and ABAfin Solution makes no representations or warranties, express or implied, statutory or otherwise, and particularly disclaims all information provided by themselves, their suppliers or the affiliates, disclaims any warranties of usefulness, accuracy, reliability or efficiency of services or materials provided under this Agreement, or that the services provided under the Agreement shall be continuous, faultless or available through a certain distribution method, or that the services or materials provided under this Agreement shall be compatible with any browser, and any defects shall be eliminated and materials shall conform to the requirements of any of the Parties. Notwithstanding the above mentioned and unless otherwise stated in the Agreement, ABAfin Solution disclaims all warranties of merchantability or fitness for a particular purpose and non-infringement. ABAfin Solution shall in no event be liable to the affiliate for any interruptions, discontinuation, stoppage or wrong linkage under this Agreement.
8.13 ABAfin Solution shall in no event be liable to the affiliate for lost profits or consequential, special, incidental or indirect damages whatsoever, regardless of the theory asserted (including but not limited to negligence) arising out of or in connection with this Agreement, and whether or not ABAfin Solution is advised of the possibility of such damages. You hereby acknowledge that the commissions under this Agreement are partially based on these limitations, and these limitations shall remain valid regardless of non-fulfillment of the main purpose of any judicial remedy. However, despite the above mentioned, this section shall not limit the liability of each of the party towards the other Party for (i) intentional or malicious misconduct; (ii) gross negligence; (iii) warranties under Section 8.12 or (iv) liability of each Party for death, human injuries or fraudulent actions.
8.14. The Affiliate undertake to ensure, protect and recognize ABAfin Solution and its associated companies and affiliates, directors, employees and agents innocent, free of all and any liability, losses, damages, injuries or costs (including costs of expert witnesses lawyers' fees) that may arise out of any claimed or ascribed act or omission towards any third person whether or not such claim or ascribed act or omission arises out of misuse of copied written materials, License violation, misuse of domain, misuse of trademarks or any other expression of active or passive negligence.
8.15. Each of the parties shall act as an independent contractor, and shall have no authority to impose any obligations or binding duties on the other Party.
8.16. This Agreement is drawn, interpreted and enforced in accordance with the laws of the United Kingdom. All disputes, differences or claims arising out of or in connection with the present agreement, which concerns it or an infringement of it, termination or invalidity, shall be finally settled at the Arbitration Court in accordance with its Arbitration Rules and laws existing in the United Kingdom. The number of arbitrators is – one (three). The language of arbitration is English. Form of arbitration process – written (verbal).
8.17. The provisions of this Agreement shall be construed to be independent and severable, and in case any of them shall become partially or completely invalid or unenforceable, it shall not affect the validity and enforceability of the remaining provisions.
8.18. This Agreement constitute the entire agreement between the Parties and cancels and supersedes all and any prior understandings and is construed as complete expression of the agreement between the Parties. This Agreement may be amended only by ABAfin Solution posting new agreement on its website.
8.19. By accepting the terms and conditions incorporated in this Agreement, the Affiliate participate in the ABAfin Solution affiliate program, including submission of the affiliate application and receipt of any commission under this Agreement. ABAfin Solution is entitled to modify, amend, alter and otherwise change this Agreement without giving a prior notice to other Parties, except amending the Agreement itself by making the changes available to the Affiliate on ABAfin Solution website.
8.20. The Affiliate acknowledges that during the fulfilment of this Agreement he will have access to confidential information of ABAfin Solution or information belonging to an owner ("Confidential information"). The Affiliate agrees not to Disclose and distribute the Confidential information without A special prior written permission of ABAfin Solution. The term "Confidential information shall not apply to information that is or has become public by no act or omission of the Affiliate, and becomes available to the Affiliate from any third person, and the Affiliate is not aware of the violation of the duty of trusted representative or information that already was available to the Affiliate prior to the day of signing of this Agreement.