Affiliate Program Terms and Conditions
These Affiliate Program Terms and Conditions (the “Terms”) are the legal agreement between ChangeBit OTC s.r.o. (the “Company”) which provide the services of buying digital currency (the “Services”) in the first part; and the affiliate registering on the website change-bit.ru/affiliate(the “Website”) in the second part. By using the Website as well as registering as an affiliate, you (the “You”, “Affiliate”, “Your” or “Yourself”) accept and confirm Your commitment to accept by the terms and conditions governing Your participation in the affiliate program offered on the Website with the purpose of (a) directing new leads to the Company’s Website for the use of Company’s Services for the execution of transaction between users and the Company on the Affiliate’s platform (the “Program”). If You do not agree to any term of these Terms, You are requested not to register on the Program.
ACCESS, BROWSING OR OTHERWISE USE OF THE WEBSITE AND THE PROGRAM CONFIRMS YOUR AGREEMENT AND ACCEPTANCE OF ALL THE TERMS AND CONDITIONS SPECIFIED HERE. IF YOU DO NOT AGREE TO THE TERMS OR ANY PROVISION(S) INDICATED IN IT, YOU MUST NOT PARTICIPATE IN THE AFFILIATE PROGRAM.
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY IN ITS ACTION BEFORE SUBMITTING YOUR APPLICATION FOR PARTICIPATION IN THE PROGRAM PROPOSED BY THE COMPANY.
By using the Website and registering with the Program, You agree to be governed by the following Terms as applicable to the Program offered on the Website. These Terms apply to all Affiliates (as defined below) on the Website. If You carry out transactions and/or use the Website as a user, additional terms and conditions that are available on the Website will apply to you as a user.
“Affiliate Program Registration Form” means the form available on the Company’s Website which will be executed by the Affiliate during the registration process in the Program and which is an integral part of these Terms.
“Affiliate” and/or “You”, “Your” refers to the business, an individual, an entity or applicant submitting the application and participating in the Program, offered on the Website in accordance with these Terms and the Affiliate Program Registration Form.
“Commission” means the fee due to an Affiliate from Qualified Transaction by a Qualified Lead referred to the Company’s Website by the Affiliate or executed on the Interface integrated on the Affiliate’s platform in accordance with these Terms.
“Affiliate Website” means Affiliate's internet site which displays the Services and/or Interface and/or promotions.
“Qualified Transaction means the purchase of the Services by a Qualified Lead which meets the requirements of the Company’s Commission set forth in these Terms and Conditions.
“Qualified Lead” refers to each new customer attracted by the Affiliate for the purchase of Company’s Services of the Company through the Link provided to the Affiliate by the Company. A client referred by the Affiliate, which was previously a user of the Website (prior to the referral by the Affiliate), regardless of whether such customer was using the Services at the time of the referral or not, will not be deemed a Qualified Lead under these Terms and no Commission will be due to the Affiliate from such customer’s transactions. It is clarified that any use of the “SUEX” brand within any payments based advertising platforms (including bidding based platforms i.e Google Adwords, Bing, Facebook, Twitter etc.) shall not be considered as a Qualified Lead. That should refer to any use of the brand name in its broad meaning.
"Registration Form" refers to any and all order forms, registration forms, or other signup or acceptance form (whether online, paper, fax, or otherwise) including any information therein submitted by You.
"Services" refer to Company’s services offered on the Website for purchasing digital currency, which will be promoted by the Affiliate in accordance with the material provided to the Affiliate by the Company.
"We", “Our”, “Us” and/or “Ourselves” shall refer to the Company.
By participating in the Program, You (the Affiliate) declare and warrant that:
You have read all the provisions under these Terms and the Affiliate Program Registration Form.
All Registration Forms and information provided to Company are true and accurate.
You will maintain the accuracy of such information.
You have full legal capacity to enter into legally binding relations under the Terms.
Using the Website and participating in Program under the Terms does not and will not conflict with any applicable legislation, provisions, regulations, licenses, permits applicable to the Affiliate.
Using the Website and participating in the Program does not and will not constitute any violation and/or non-fulfilment of any agreement or other tools to which You are a party or the effect of which extends to the Affiliate.
Affiliate acknowledges and agrees that Affiliate’s account is subject to termination or suspension and Affiliate’s cooperation with Company may be terminated without warning or notice, subject to Company’s sole and exclusive discretion, including without limitations, if Company believes that Affiliate does not comply with the representations and warranties set forth in these Terms.
3. Enrolment in the Program
Affiliate must submit the completed User Registration Form to start the enrolment process. The Company may reject Affiliate’s application for any reason, under it’s sole discretion, including if the Company determines that Affiliate’s promotional techniques and/or Affiliate Website on any content therein are unsafe, offensive, illegal and/or unsuitable for the Program and for the promotion of the Service, including without limitation, Company otherwise deems the Affiliate Website inconsistent with Company’s operation and business objectives, all subject to Company’s sole discretion.
Please note that participating in Program is possible only if You complete the User Program Registration Form. You will receive a password and an account will be issued for You (“User/Affiliate Account”) upon completing the Website's registration process. You are responsible for maintaining the confidentiality of Your password and Account information, and You shall be deemed fully responsible for all activities that occur under Your Affiliate Account. You agree to: (i) immediately notify Company of any unauthorized use of Your Affiliate Account and/or any other breach of security; and (ii) ensure that You log-off from Your Affiliate Account at the end of each session. Company shall not be liable for any loss and/or damage arising from Your failure to comply with these provisions.
4. Links (Applicable to Affiliate not using the Interface)
Provided that You are qualified to participate as an Affiliate in the Program, Company will provide You with graphic and/or textual links which contain a code to identify You as the referring side (each of these links herein referred to as the "Link”), in accordance with the Terms and Conditions hereof. Links will be available to You in Affiliate`s Account upon Your registration to the Program. The Company will use such Links to identify Affiliate as a member of the Program. The Links may connect to any area of the Services on the Website.
Affiliate guarantees full cooperation with the Company in order to establish, operate and maintain such Links.
Affiliate agrees to display on the Affiliate Website only those Links provided and approved by the Company. All Affiliate Websites must display such graphic and/or textual images prominently in relevant sections of their website. Any information regarding to the Company that is going to be displayed on Affiliate Website must be provided by Company and/or expressly approved by Company prior to any display by Affiliate. Affiliate warrant not to modify the Links in any way, and acknowledges that the Company will not be responsible for any damages, loss of revenues, loss of commissions, claims, expenses or errors which are as a result of modifications by the Affiliate of such Links.
Any attempt by the Affiliate to manipulate or falsify Qualified Leads and/or Qualified Transactions or Commissions to
intentionally defraud Company or which are in violation of any of the provisions of these Terms or applicable laws and regulations, constitutes immediate grounds for Company to terminate Your participation in this Program and will result in forfeiture of any Commissions due to You without derogating from any other remedies to which the Company is entitled.
5. Affiliate’s Representation and Guarantees
The Affiliate guarantees that he is a individual at least 18 years old and must not enrol in any Affiliate Program or use the Website if not in the required minimum age.
In the course of fulfilling Affiliate’s obligations under the Terms, Affiliate hereby commits to comply with any laws and regulations applicable to Affiliate actions, marketing and advertising, including any anti spam laws and regulation.
The Affiliate is exclusively responsible for the Affiliate Website’s operation, material, content and all costs incurred with such operation, and shall ensure that it all conforms at all times with all applicable laws and regulations.
The Affiliate hereby undertakes to comply with all applicable laws and regulations, including without limitations, the EU and national laws and regulations in force from time to time and any foreign applicable anti-spam and privacy laws and regulation, and without limitations, the EU-directive 2002/58/EC.
Affiliate warrants that it will not directly or indirectly: (a) use, post or promote any of Company’s content or Services or any recommendations in association with any material or content which is or which may reasonably be considered illegal, unlawful or infringing under any applicable laws [including, without limitation, content which infringes a third party copyright (i.e. illegal streaming website), pornographic, obscene, promotional of illicit drugs and drug paraphernalia, weapon or ammunition-related, violent, libellous, defamatory, indecent, seditious, offensive, invasive to privacy, abusive, threatening, harmful, vulgar, possibly capable of inciting racial hatred, discriminatory (racially, ethnically or otherwise), in breach of confidence or any other right of any third party, or lacking in necessary authorizations, approvals, consents or licenses, as well as content associated in any way to cyber attacks and payment to and/or submission to the demands of cyber attackers; (b) engage in any action or practice that disparages or devalues Company (or its affiliates), the Services, Company’s content, or the reliability, reputation or goodwill of any of them; (c) fulfil its responsibility under the Program in breach of any anti spam laws or regulations.
The Affiliate warrants and accepts Company’s right to receive any information regarding the Affiliate’s efforts to promote Company. That, in order to enable company validating that these efforts are in line with the Affiliate’s warrants and commitments under this agreement.
The Affiliate warrants that the rights to all data, content, information, and productions on Affiliate Website belong to the Affiliate or is rightfully licensed to the Affiliate by its rightful owner and used by the Affiliate under explicit permission for its publication therein.
The Affiliate must not in any way generate or contribute to generating artificial traffic to the Website.
The Affiliate warrants that the information furnished to Company about the Affiliate and the Affiliate Website and content is correct, complete and sent in due order and that the information corresponds to actual facts. The Affiliate must notify Company immediately of any changes in the information by updating the information about the Affiliate on Company's Website. If the Affiliate is a limited company, Company must be provided with the Affiliate's full registered name, company registration number, registered office, business address if different and VAT number if registered.
Affiliate will not send, transfer or otherwise initiate any downloadable programs or executables that contain viruses, worms, “Trojan Horses” or any other destructive features that violate the rights of third parties including without limitations, redirections to unwanted websites, modification of browser settings, interference with Website navigations and/or accessing data.
The Affiliate must notify Company immediately of any known or suspected improper or wrongful use of the Affiliate's Links, the Interface or of the Affiliate Program or of Company's Services in any way whatsoever.
The Affiliate is obligated to follow directions of the Company with regards to specific traffic requests as may be provided from time to time by the Company. It is hereby clarified that the Affiliate will not be entitled to any remuneration for any directed traffic which does not comply with Company’s requests.
Without derogating from any rights to which the Company is entitled under any laws and regulations, breach by Affiliate of any of the provisions hereinabove will entitle the Company to immediately terminate the Affiliate Account without notice and to withhold indefinitely any Commissions owed to the Affiliate under these Terms.
Affiliate will be entitled to a commission in accordance with the commercial provisions indicated on Company’s Website, available to You on the Affiliate Program Registration Form, which may be amended from time to time subject to Company’s consideration (the “Commission”) and are deemed an inseparable part of the Terms.
All Commission paid to the Affiliate is VAT inclusive.
Commission will be paid to the Affiliate only with respect to a Qualified Transaction executed by a Qualified Lead referred by the Affiliate under and/or in accordance with the provisions of these Terms. The minimum threshold for withdrawal is 0.01 BTC or 50 USD.
The Qualified Lead or the Qualified Transaction must comply with the following: A lead will be deemed a Qualified Lead if such lead has submitted a relevant customer registration form and provided valid and unique account and billing information. The Qualified Lead must make a Qualified Transaction, and provide a valid payment for the Services. For the Affiliate to be entitled to a Commission, each Qualified Lead must be an active, qualified customer and must be up-to-date in all payments at the time the Commissions are processed and must not be subject to a refund, credit, cancellation, suspension or chargeback. The Qualified Lead must complete the sign-up process in a manner, which under Company’s sole discretion, definitively establishes that such lead was referred directly from Affiliate to the Services, without manipulation of Company’s links in any manner.
Affiliate will not be entitled to Commission corresponding to any cancelled Service purchased by a Qualified Lead and Company will be entitled to withhold or deduct from Affiliate's current or future Commissions any such Commission paid to the Affiliate and which corresponds to a cancelled transactions.
Commissions will accrue and become payable provided that You submit all relevant information and/or documentation necessary for valid Commission to be issued under these Terms and the Affiliate Program Registration Form.
You acknowledge that the Company may pay the Commission in Bitcoins, in which case, the commission will be subject to the changes in rates depending on when the payment is made.
You are responsible for the payment of all taxes related to the Commissions which You receive under the Terms.
You are responsible for informing Company about changes to postal and/or e-mail addresses, as well as any changes to your name, contact information, tax identification number, Bitcoin address or other personal information that will impact Company's ability to issue a valid Commission payment.
To remove all doubt, subject to Company’s sole discretion, Company will be entitled to cancel or withhold indefinitely any Commission owed to the Affiliate or deny or reject any Commission if: (i) Company deems Affiliate’s actions to be in breach of any applicable law or regulation which apply to Affiliate marketing efforts; or (ii) the breach of the Terms and Conditions by Affiliate; or (iii) the result of fraudulent activity by the Affiliate (iv) the Qualified Lead or any Qualified Transaction fails to comply with the qualifications required.
It is the responsibility of the Affiliate to monitor the payment, denial, and withholding of Commissions. Company will attempt to notify the Affiliate but is not obligated to actively notify Affiliates of the status of Commissions. If the Affiliate has a question about a Commission that has been cancelled or withheld, the Affiliate has 30 days from the day the payment was due to contact Company to discuss or reclaim the Commission. Any changes to decisions about cancelled or withheld Commissions are strictly at Company's discretion. To the extent possible, the Company will provide the Affiliate with supporting documentation stating the cause of denied Commission provided that such documentation is not confidential or puts the Company at risk of breach of confidentiality towards any third party.
7. Intellectual Property Rights; Limited License.
Company shall exclusively own all right, title and interest to all Company’s content and intellectual property, including without limitations, the "SUEX" Brand, the Website, the Program, the Links, the Interface, list of clients including the list of the Qualified Leads, promotion material, graphics, methods, “know-how”, transactions executed on the Website, list of suppliers and any data and content which may be disclosed to the Affiliate under the Terms (the “Intellectual Property”).
“Intellectual Property Rights” means copyright rights, trademark rights, patent rights, trade secrets, moral rights, right of publicity, authors’ rights, contract and licensing rights, goodwill and all other intellectual property rights as may exist now and/or hereafter come into existence and all renewals and extensions thereof.
Company hereby grants the Affiliate a limited, non-exclusive, non-transferable, revocable license to use and display the Links, the Interface and any promotional material provided by the Company on Affiliate Website in accordance with the provisions of these Terms, and exclusively during the Term. Upon termination of Affiliate participation in the Program, the Affiliate shall cease making use of any content, data or information provided to the Affiliate by the Company.
It is hereby clarified that in no circumstances the affiliate will be eligible to use sponsored ads using the company Intellectual Property without receiving the company’s written consent in advance.
The provision of this section shall survive any termination of the business interaction between You and the Company under these Terms, regardless of the cause of Termination.
8. The Term
These Terms shall remain in effect for as long as You continue to participate in the Program, or maintain the Links or the Interface to the Services offered on the Website on Your Affiliate Website (the “Term”). The Affiliate or the Company may terminate the Terms at any time, with or without cause, by giving the other party notice of such termination. No Commissions shall accrue or be earned by You following the effective date of termination.
The Affiliate is only eligible to earn Commissions on Qualified Transactions occurring during the Term which are payable only if the related orders are not cancelled or refunded. Company may withhold Affiliate’s final payment for a reasonable time to ensure that the correct amount is paid and to confirm that all Qualified Transactions are finalized.
The Affiliate Program may be terminated at any time subject to Company’s sole discretion, including without limitations, if Company ceases or is ordered to cease the operation of the Website and/or any Services operated therein, as well as if the Affiliate has failed to generate at least three (3) Qualified Transactions in the period of any three (3) consecutive months from at least three (3) Qualified Leads that were referred by the Affiliate for the purchase of Company’s Services in the aforementioned three (3) consecutive months.
In addition, the Company reserves the right to modify, amend, change or terminate Company's Services or any part or component of the Website, including the Affiliate Program and the Terms. To the extent possible, the Affiliate will be notified of such changes by e-mail or by an announcement on Company's Website. If the Affiliate does not accept the changes the Affiliate must immediately cease to use the Website, the Interface and delete all Links to the Website.
Upon termination of these Terms: (a) all licenses hereunder shall terminate; and (b) Affiliate shall immediately remove all Links and Interface from Affiliate Website and cease using Company name, logos, trademarks, service marks, and/or proprietary technology; (c) Affiliate shall return to Company any and all of Company’s content provided to the Affiliate under these Terms.