X-Cart Affiliate Program Agreement
This Agreement contains the complete terms and conditions that apply to your participation in our Affiliate Program. As used in this Agreement, “we” or “us” refers to Qualiteam Software Ltd (DBA X-Cart) and “you” refers to the applicant. “Site” means a World Wide Web site and, identified by exact URL (Unified Resource Locator).
By signing up for an account at https://secure.x-cart.com, you are agreeing to the terms specified in this agreement. Violation of any terms and conditions included in this agreement may result in termination of your account, and possible forfeit of affiliate revenue.
1. Enrollment in the Program
To begin the enrollment process, you shall register an account us using the https://secure.x-cart.com page. We reserve the right to reject your application or terminate this agreement any time upon sending notification to you.
2. Acceptable Advertising Methods
As an affiliate, you earn revenue by generating sales of our services. You generate these sales by encouraging web users to visit our sites. You may advertise Services via:
– Text Links or endorsements on your site(s);
– Graphical Banners and Buttons on your site(s);
– Text Links or endorsements in solicited emails.
3. Order Processing
We will process sales orders placed by customers solicited by you. We reserve the right to reject orders that do not comply with any requirements that we may establish periodically. We will be responsible for all aspects of order processing and fulfillment. Among other things, we will prepare order forms, process payments, cancellations, and returns, and handle customer service. We will track the sales you solicit and made by customers who purchase Services and will make available to you reports summarizing this sales activity. The form, content, and frequency of the reports may vary from time to time in our discretion.
4. Referral Fees
For a Service sale to be eligible to earn a referral fee (“Qualified Order”), the customer must either click-through an Affiliate link to our site, and purchase our service within 60 days of first click-through. We track referrals from your site, and ensure that you get paid the referral fees due to you, even if the customer just tries out the trial version initially and returns (within 60 days) to purchase the service.
5. Referral Fee Schedule
You will earn referral fees based on Qualified Orders according to up-to-date referral fee schedules established by us and published on the https://www.x-cart.com/affiliates.html page.
No commissions will be credited to your account for orders made for services or services not included in this schedule.
6. Non-Qualified Orders
Orders refunded at the request of the purchaser, or orders charged-back due to credit card fraud do not qualify for commission.
7. Referral Fees Payment
Affiliates are paid a commission, based on values set in Referral Fee Schedule. Commissions for Qualified Orders will be paid within 30 days after your request if the sum of commissions for Qualified Orders exceeds the minimum transfer amount of USD 300. Orders that occurred during a calendar month are qualified (cleared) for payment after 25-th day of the next month. Payments can be done either via wire transfer or by Paypal. The bank transfer expenses are covered by the commissions to be paid to the Affiliate member. We also give you an option to use your commissions as a credit for purchasing goods and services provided by our company. If your account is not earning commissions for 6 months we have right to terminate your affiliate membership and forfeit any unpaid commissions. We reserve the right to change commission rates without notice, but you will always be paid based on the rate in effect on the day the sales lead was generated.
8. Term of the Agreement
The term 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. Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site, all links to our site and any other promotional materials that we provided to you as to an affiliate. You are eligible to earn referral fees only for Qualified Orders that occur during the term, and referral fees 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.
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, but not limited to, changes in the scope of available referral fees, referral 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, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Section.
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 Program, 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. 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.
We make no express or implied warranties or representations with respect to the Program or any products sold through the Program (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.
14. Governing Law
This agreement (and any dispute or claim relating to it or its subject matter) is governed by and is to be construed in accordance with the laws of the Republic of Cyprus. All disputes arising out of or in connection with this Agreement shall be finally settled under the Rules of the Arbitration Institute of the Stockholm Chamber of Commerce by one or more arbitrators appointed in accordance with the said Rules. The place of arbitration shall be Nicosia, Cyprus.