Affiliate terms and conditions
General Terms and Conditions for Affiliate Activities
- 1 scope
(1) These General Terms and Conditions (hereinafter "Affiliate GTC") regulate the provision of internet-based services (hereinafter "Services") by Hygmask LTD, 20-22 Wenlock Road, London N1 7GU, England (hereinafter "Hygmask LTD. ") For sales partners (hereinafter" Affiliates ").
(2) These Affiliate Terms and Conditions are aimed exclusively at entrepreneurs within the meaning of § 14 BGB. An entrepreneur is a natural or legal person or a legal partnership who, when concluding a legal transaction, acts in the exercise of their commercial or independent professional activity.
(3) By using the services, the Affiliate declares that he is in agreement with the provisions of these Affiliate Terms and Conditions and expressly declares that he is an entrepreneur within the meaning of Section 14 of the German Civil Code (BGB).
- 2 Description of the services
(1) Hygmask LTD. buys goods and services (hereinafter “products”) from manufacturers and service providers (hereinafter “providers”) and sells them to customers (hereinafter “customers”) via their online ordering process.
(2) Hygmask LTD. operates an online shop at [https://www.hygmask.com] (hereinafter referred to as the "marketplace") via which affiliates have the opportunity to advertise the products by means of affiliate marketing (hereinafter referred to as the "affiliate program"). The respective product is described in the marketplace and the performance-related share of sales (hereinafter referred to as “commission”) is given.
(3) Providers create advertising media such as banners, product data, text links, e-mails and videos (hereinafter referred to as "advertising media") for the marketing of their products via affiliate programs. These advertising materials are made available to registered affiliates so that they can be integrated into a homepage or website operated by them, in an e-mail or in their own blog (hereinafter referred to as "advertising space"). Hygmask LTD. With the marketplace, offers a platform through which providers provide affiliates with advertising material, including in the form of hoplinks. Hygmask LTD. is not the manufacturer of the advertising material, is not obliged to check the admissibility or correctness of the advertising material and does not act as a representative of the provider when providing the marketplace and the technical creation of the hoplinks.
(4) If a third party, eg a consumer, clicks on the link in an advertising medium and this subsequently leads to a remunerative business transaction (hereinafter referred to as "business transaction"), the affiliate receives from Hygmask LTD. a commission for the successful referral of customers. What is a business transaction in individual cases results from the product description in the marketplace and in addition from the regulations of § 6.
(5) Hygmask LTD. monitors and logs the business transactions (hereinafter referred to as “tracking”), provides the affiliate with an overview and bills them to the affiliate. The tracking of the Hygmask LTD. is solely decisive for the question of whether a business transaction has been brokered and is the basis of the resulting calculation of the remuneration according to § 6.
- 3 Registration as an affiliate
(1) To participate in the affiliate program, the affiliate must log on to the Hygmask LTD. operated website [https://www.HYGMASK.com] by specifying its website and other data.
(2) Legal or natural persons who have reached the age of eighteen can register. Each affiliate must also have a PayPal account. Hygmask LTD. reserves the right to check the given personal details of the affiliate.
(3) By completely filling out the registration form and accepting these Affiliate Terms and Conditions, the Affiliate submits an offer to conclude the contract for participation in the Affiliate Program with the content of these Affiliate Terms and Conditions.
(4) Adopts Hygmask LTD. the offer, the affiliate receives a confirmation email. Hygmask LTD. reserves the right to refuse acceptance of the offer without giving reasons.
- 4 Participation in the affiliate program
(1) After the registration request has been accepted and the affiliate has been admitted to the affiliate program, the affiliate can participate in the affiliate program. On the Hygmask LTD. In the marketplace that can be viewed, the affiliate receives an overview of the providers' products that can be marketed through the affiliate program.
(2) In the online profile for registered members (hereinafter referred to as “MY account”), the affiliate can check and change all personal details and information and terminate his participation in the affiliate program altogether.
(3) Hygmask LTD. is free to prohibit the affiliate from integrating a specific advertising material at any time.
(4) By integrating a specific advertising medium, the affiliate accepts any additional, program-specific conditions of participation (hereinafter referred to as “product advertising conditions”) that are displayed when the advertising medium is selected. These product advertising conditions become part of the contract with Hygmask LTD. and supplement these Affiliate Terms and Conditions.
(5) If the affiliate is the operator of a network with sub-affiliates, with his registration he guarantees to communicate these affiliate terms and conditions and any product advertising conditions to his sub-affiliates and to monitor and enforce their compliance by the sub-affiliates. The affiliate is liable for the behavior of its sub-affiliates.
(6) Participation in the affiliate program is free of charge for the affiliate.
- 5 Affiliate Obligations
(1) When registering
- a) The affiliate guarantees that the data requested during registration is truthful and complete. Should the data provided during the registration process change after registration, the affiliate must update the data in their MY account immediately.
- b) VAT liable entrepreneurs are obliged to Hygmask LTD. state your tax number issued by the tax office or the sales tax identification number issued by the Federal Office of Finance or the corresponding foreign authority when registering or via an entry via the MY account.
- c) The affiliate undertakes to treat the access data for the MY account (e-mail address and password) chosen during registration as confidential, not to disclose them to any third party and to keep them in such a way that third parties are not aware of them. No third party may use the access data for the area for registered members. If there is reason to suspect that third parties are aware of the access data, the affiliate Hygmask LTD. immediately in writing or by message firstname.lastname@example.org to inform.
(2) When using the advertising material on an advertising space
- a) The affiliate ensures at his own responsibility that he has the necessary rights to and / or for the marketing of the advertising space.
- b) The affiliate ensures that the advertising space specified during registration corresponds to the advertising space specified when selecting the advertising material or the advertising space used for the integration.
- c) By integrating the appropriate advertising material into the advertising space, the affiliate guarantees that the advertising space and its advertising activities as a whole.
(i) do not violate any third party rights (in particular copyrights, trademarks, personal rights or comparable rights) and / or
(ii) not violate any other statutory provisions (in particular competition law) and
(iii) are of a non-state-endangering, racist, violence-glorifying, pornographic or youth-endangering nature or are not allowed to be made publicly accessible
(3) The affiliate undertakes to refrain from electronic attacks of any kind on the services and the affiliate program. Electronic attacks include, in particular, attempts to overcome, circumvent or otherwise override the security mechanisms of the services, the use of computer programs for the automatic reading of data, the use and / or spread of viruses, worms, Trojans, Brute Force attacks, spam or the use of other links, programs or processes that could damage the services, the affiliate program or individual participants in the affiliate program.
(4) When sending e-mails that contain advertising material from providers, the affiliate must in particular observe the prohibition on sending unsolicited advertising (“spam”). The unsolicited sending of e-mails with advertising content is prohibited. Before sending e-mails, the consent of all respective recipients must be obtained and Hygmask LTD. to be proven in writing.
- 6 Settlement, payment of the commission and retention
(1) The affiliate receives from Hygmask LTD. for a business transaction according to § 2 (4), a commission. The payment is subject to any deductions or a retention as described below in this § 6 or a set-off according to § 9.
(2) How high the commission is in the individual case and for what type of business transactions it is granted depends on the product advertising conditions in the marketplace [https://www.Hygmask.com] The commission specified in the product advertising conditions as a percentage refers to the gross sales value of the product after deducting the margin of Hygmask LTD. and deduction of VAT.
(3) The right to payment of the commission is subject to the fulfillment of the following conditions:
- a) the business has come about through the advertising activity of the affiliate,
- b) the deal is from Hygmask LTD. has been recorded ("tracked"),
- c) the transaction is through Hygmask LTD. been confirmed
- d) the business transaction has not been reversed by legal measures (e.g. revocation, withdrawal, cancellation)
- e) there is no return debit and no chargeback (hereinafter collectively "chargeback") from the customer with regard to the specific transaction, and
- f) there is no abuse within the meaning of § 8 of these Affiliate Terms and Conditions.
(4) For business transactions that have already been remunerated with a commission in one of the previous statements, but for which a revocation, resignation, cancellation or chargeback (hereinafter collectively referred to as "reclaims") is available at the time of the current statement, the Commission paid deducted from the current statement.
(5) Hygmask LTD. In the calendar week following the billing period agreed with the affiliate (weekly, bi-weekly or monthly), an account will be drawn up for the affiliate listing all business transactions of the last billing period. The statement is made available to the affiliate in the My-Account together with the credit in text form. Billing takes place in the credit process, ie instead of invoicing by the affiliate, Hygmask LTD writes. the respective commission to the affiliate account. The credit on the affiliate account does not earn interest.
(6) In the calendar week following the billing, the commission is paid out to the PayPal account specified by the affiliate minus a retention (hereinafter: “retention”). The retention serves to secure the risk with regard to reclaims. Hygmask LTD. will create a separate account of the content. The amount of the retention depends on the number of transactions in the accounting period. With up to three business deals, the retention is 50%, with four to ten business deals 20% and with more than ten business deals 10% of the calculated commission.
(7) Notwithstanding paragraph 6, Hygmask LTD. entitled to set the retention at up to 100% of the commission at its own discretion. Hygmask LTD. The aforementioned adjustment will only be made if there is an objective reason and taking into account the legitimate concerns of Hygmask LTD. make. An objective reason is, in particular, an above-average number of reclaims that can be expected or is actually already emerging due to the type of product.
(8) The withholding will be paid out eight (8) weeks after the date of its separate settlement, provided that it is not offset against counterclaims of Hygmask LTD. he follows. If business transactions were brokered by direct debit with a total volume of more than EUR 10.000,00, Hygmask LTD. entitled to make a payment with regard to the direct debit volume only eight (8) weeks after sending the separate statement.
(9) In any case, the commission will only be paid out if a minimum of three business deals have taken place and the commission is at least EUR 100,00 net.
(10) Subject to the provisions of § 10 (3) and (4), all commissions of the affiliate will be paid out no later than twelve (12) weeks after the contractual relationship between the affiliate and Hygmask LTD has ended. instead of. This does not affect the claim of Hygmask LTD. against the affiliate for repayment of commissions already paid, which are based on business transactions that no longer entitle to commission due to existing repayment claims.
(11) In addition to the payment of the commission, the affiliate has no further claim to reimbursement of expenses, costs or the like.
- 7 Affiliate usage rights
(1) The information and data obtained during participation in the affiliate program may only be used by the affiliate in connection with the use of the affiliate program. The affiliate is prohibited from any disclosure to third parties or any use for other purposes. An exception is the permitted disclosure to sub-affiliates. Reference is expressly made to §§ 4 (5), 7 (5) and 9 (2) of these Affiliate Terms and Conditions.
(2) The advertising material made available may not be changed visually, in terms of content or technically or otherwise processed without the prior consent of the respective provider.
(3) The services, the affiliate program and its applications are protected by copyright and other statutory provisions.
(4) Hygmask LTD. grants the affiliate the revocable, non-exclusive, non-transferable right to use the advertising material made available as part of the affiliate program in compliance with the product advertising conditions, the general laws and exclusively within the framework of participation in the affiliate program. Upon termination of the contract between Hygmask LTD. and the affiliate, regardless of the reason, the aforementioned rights of use expire.
(5) The affiliate is not granted any further usage rights. Except for the forwarding of the necessary data for the specific purposes to the sub-affiliates (see §§ 4 (5) and 7 (1) of these Affiliate Terms and Conditions), the affiliate is not entitled to use the advertising material, applications and to forward the data contained therein in whole or in part to third parties or to enable third parties access to it.
(6) In any case, the affiliate is not permitted to use advertising material or the services made available to him to create his own database and / or an information service.
- 8 abuse
(1) Any forms of abuse, ie measures that serve to achieve business deals through unfair methods or improper means that violate applicable law, these Affiliate Terms and Conditions or the Product Advertising Conditions, are prohibited to the Affiliate.
(2) The affiliate is prohibited from attempting to obtain the commission by himself or by third parties commissioned by him to place orders or to pretend such orders. In particular, the following practices constitute abuse:
- a) simulating business transactions that have not actually taken place, for example by specifying third-party data or specifying incorrect or non-existent data when ordering products or registering online, or
- b) use of forms of advertising which enable tracking, but the advertising material is not, imperceptibly or not displayed in the specified shape and / or size, or
- c) Use of terms protected by law, in particular trademark law, for the provider or third parties, for example, in search engines, when placing advertisements or advertising the advertising space without the express prior written consent of the rights holder.
(3) Any form of abuse entitles Hygmask LTD. an immediate suspension of the affiliate account. An objection can be submitted in text form within one month of the blocking in order to clarify the matter. If the matter cannot be clarified in favor of the affiliate, Hygmask LTD reserves the right. before giving notice of termination. In the event of termination, the contract will be processed in accordance with Section 10 of these Affiliate Terms and Conditions.
(4) The Affiliate is not entitled to a commission for fraudulent business deals.
(5) While the affiliate is participating in the affiliate program, the affiliate is not permitted to conclude directly or indirectly contracts with individual providers of the affiliate program, bypassing Hygmask LTD., For services under or in connection with these Affiliate Terms and Conditions, or to conduct negotiations aimed at it.
(6) The Affiliate undertakes, for each case of culpable infringement of §§ 8 (1) and (2) of these Affiliate Terms and Conditions, a Hygmask LTD. to pay a contractual penalty to be determined at its reasonable discretion and to be reviewed by a court in the event of a dispute. The maximum contractual penalty amounts to the credit balance available and confirmed on the affiliate account at the time of blocking.
- 9 Indemnification and offsetting
(1) The affiliate provides Hygmask LTD. Upon first request, free from all claims for damages, liability, claims, damages and costs (including legal fees for advising and defending Hygmask LTD. up to the amount of statutory fees, litigation and court costs, fines) that Hygmask LTD. in court or out of court (e.g. warnings) and which arise due to the following facts or in connection with these:
(i) claims, claims or accusations on the part of third parties regarding the violation or unlawful use of intellectual property rights on the advertising space used by the affiliate,
(ii) Affiliate violations of the assurances, guarantees and obligations in accordance with this contract (e.g. Section 4 (5), Section 5),
(iii) Affiliate violations of legal prohibitions.
(2) In the event that Hygmask LTD. Claims according to § 9 paragraph 1 are asserted, is Hygmask LTD. also entitled to offset the payment claims resulting from the indemnification claims against payment claims of the affiliate and to withhold the corresponding payments. The right to offset does not exist if the affiliate can prove that he was responsible for the damage, the injury or the damage to Hygmask LTD. claims asserted by third parties are not at fault.
- 10 Term and Termination
(1) The term of the contractual relationship governed by these Affiliate Terms and Conditions for participation in the affiliate program begins with the acceptance of the registration application and ends when this agreement is either signed by Hygmask LTD. or canceled by the affiliate. The contract for participation in the affiliate program is concluded for an indefinite period and can be terminated in writing by either party at any time.
(2) If the affiliate account has not received any commissions for a period of two (2) years after registration, Hygmask LTD reserves the right. intend to close it and delete the registration. The deletion of the registration counts as a termination. A new registration according to § 3 is basically possible.
(3) Business deals brokered up to the point in time of termination will be processed after receipt of the termination in accordance with the provisions of Section 6. Any remaining credit will be paid out to the affiliate upon termination of the contract for a processing fee of EUR 15,00. If the balance at the end of the contract is EUR 15,00 or less, no payment will be made.
(4) If the affiliate was terminated due to abuse according to § 8, the contractual penalty according to § 8 (6) will be withheld from the credit.
- 11 Datenschutz
(1) The protection of personal data is important for Hygmask LTD. of great importance. At the same time, the collection, processing and use (hereinafter “use”) of such data is an indispensable requirement for the provision of the services. Hygmask LTD. collects, processes and uses (hereinafter “uses”) personal data exclusively in compliance with the applicable legal data protection regulations and Hygmask LTD. Data protection.
(2) Hygmask LTD. also uses the affiliate's contact details to contact the affiliate in connection with participating in the affiliate program by email and, if necessary, by telephone.
(3) Any use of the affiliate's personal data for purposes other than those mentioned in this Section 11 is only possible on the basis of the express consent of the affiliate or a statutory provision issued by Hygmask LTD. this usage allowed.
(4) The affiliate can use the usual contact options or by request via email@example.com Information about his at Hygmask LTD. received stored data.
- 12 Availability of the affiliate program
(1) The affiliate is aware that the services and the affiliate program are based on the interaction of a large number of technical functions, purchased services and products, telecommunication lines and other infrastructure (hereinafter referred to as "advance services"). The availability of the services and the affiliate program is therefore subject to the proviso that the relevant preliminary work is actually provided, on time and of sufficient quality. A liability or obligation of Hygmask LTD. does not apply unless Hygmask LTD. acted willfully or with gross negligence.
(2) In the event of force majeure, Hygmask LTD. released from his obligation to perform. Cases of force majeure within the meaning of these Affiliate Terms and Conditions are all unforeseeable events, as well as events whose effects on the fulfillment of the contract neither by Hygmask LTD. are still represented by the affiliate. This includes in particular, but not limited to, interruptions in the power supply for more than 2 hours, terror, interruptions in supply, official measures and industrial action (also in third-party companies).
(3) Hygmask LTD. is entitled to temporarily restrict or block its services, insofar as this is in view of capacity limits, the security or integrity of the server, data protection, or the like. or is required to carry out operational or technically necessary maintenance.
- 13 Liability and limitation of liability
(1) Hygmask LTD. makes the services, the marketplace and the affiliate program available expressly without any guarantee of error-free function or a specific, percentage availability. In addition, Hygmask LTD. not for failures or malfunctions in the technical infrastructure outside of your area of responsibility.
(2) Hygmask LTD. is for the content of websites of the affiliate, provider or third party, for damage or other malfunctions that are based on the faultiness or incompatibility of software or hardware of the provider or affiliates, as well as for damage due to the lack of availability or incorrect functioning of the Internet arise, not responsible
(3) Hygmask LTD. is only liable in the event of a breach of an essential contractual obligation, the breach of which jeopardizes the achievement of the purpose of the contract or the fulfillment of which enables the proper execution of the contract and on whose compliance the affiliate can regularly rely ("cardinal obligation"), and only for the contract-typical, foreseeable damage. The above limitation of liability does not apply to
- a) damage based on intent or gross negligence;
- b) personal injury (injury to life, limb, health) and
- c) Hygmask LTD express warranties.
(4) Hygmask LTD. is not liable if the claim against Hygmask LTD. justifying circumstances
- a) are based on an unusual and unpredictable event that Hygmask LTD. had no influence and the consequences of which could not have been avoided despite the care taken, or
- b) by Hygmask LTD. were brought about on the basis of a legal obligation.
(5) All exclusions or limitations of liability in this § 13 also apply in favor of the personal liability of Hygmask LTD.'s employees, vicarious agents and vicarious agents.
- 14 Exercise of rights by third parties, transfer of contract
(1) For the purpose of fulfilling the contract and exercising Hygmask LTD. in accordance with these Affiliate Terms and Conditions and the law, Hygmask LTD. Serving other companies and service providers as vicarious agents.
(2) Hygmask LTD. is entitled to transfer their rights and obligations from this contractual relationship in whole or in part to a third party with a notice period of 4 (four) weeks.
(3) The affiliate can only exercise rights and obligations from this contract with the consent of Hygmask LTD. transferred to third parties. In particular, registration with the affiliate program is not transferable to third parties.
- 15 Changes to the affiliate terms and conditions
(1) Hygmask LTD. reserves the right to change these Affiliate Terms and Conditions at any time and / or to adapt them to changed framework conditions. Hygmask LTD. notify the Affiliate at least four (4) weeks before the changes are planned to take effect.
(2) If the affiliate does not object within four (4) weeks of receipt of the notification according to § 15 (1) and the use of the services continues even after the objection period has expired, the changes are deemed to have been effectively agreed upon. In the event of an objection, the affiliate terms and conditions continue to apply to the previous conditions; § 10 (1) remains unaffected. In the change notification, Hygmask LTD. inform the affiliate of his right to object and the consequences.
- 16 Final Provisions
(1) The contractual relationship between Hygmask LTD regulated by these Affiliate Terms and Conditions. and the affiliate does not establish a company and therefore does not authorize any of the parties to make legally binding declarations for both together or for the other party or to oblige or represent them in any other way.
(2) For these Affiliate Terms and Conditions and the entire legal relationship between Hygmask LTD. and the affiliate is subject to the substantive law of the Federal Republic of Germany to the exclusion of the UN sales law.
(3) Exclusive place of jurisdiction for all disputes arising from and / or in connection with the contractual relationship between Hygmask LTD. and the affiliate is Cologne.
(4) If individual clauses of these Affiliate Terms and Conditions are wholly or partially ineffective, the effectiveness of the remaining provisions remains unaffected. The ineffective provision is deemed to have been replaced by a provision that usually comes closest to the meaning and purpose of the ineffective provision in a legally effective manner. The same applies to possible regulation gaps.
London, May 2020