Terms & conditions for Vendors
§1 Scope of Validity
(1) This distribution agreement governs the legal relationship between AffiliCon GmbH, Hohenzollernring 5, 50672 Köln (hereinafter: “AffiliCon”) and the provider (hereinafter: “the provider”) in regard to the sale of the provider’s goods and services (hereinafter: "products") to AffiliCon and the resale of these products to customers (hereinafter: “customers”) via AffiliCon’s online ordering process (hereinafter: “online ordering process”).
(2) This distribution agreement is aimed exclusively at entrepreneurs within the meaning of §14 German Civil Code (hereinafter: “BGB”). An entrepreneur is a natural or legal person or a legal partnership that exercises its commercial or independent professional business by entering into a legal transaction.
(3) By using the services of AffiliCon, the provider agrees to the terms of this distribution agreement and expressly declares that they are a business owner within the meaning of 14 BGB.
§2 Description of Services
(1) The Provider operates his own websites and online portals on which he offer his Products to Customers for purchase. So long as the applicable laws and provisions of this Agreement are complied with, the Provider is free to decide in which manner, form and language and with which texts, pictures, audio or video a Product is advertised by him.
(2) AffiliCon operates a sales platform with an Online Ordering Process via which Customers can buy the Provider’s Products. To make use of this, the Provider must create an account with AffiliCon, describe the product and, where necessary, upload relevant materials. After this, the Provider will receive a link from AffiliCon that can be placed on the Provider’s website behind a corresponding button ("Buy now" or similar).
(3) If a Customer decides to buy a Product on the Provider’s website and clicks on the corresponding button ("Buy now" or similar), they will be directed to AffiliCon’s website. Within the Online Ordering Process, the Customer can order the Product from AffiliCon by providing information about themselves, choosing a payment method, providing the information necessary for the execution of the payment and triggering the payment process. The Customer can pay for the Product using a range of payment methods (e.g. credit card, direct debit, PayPal). The invoicing party and payee is AffiliCon.
(4) As soon as a product order (hereinafter referred to as “Order/s”) is received by AffiliCon, AffiliCon purchases the Provider’s Product and sells it on to the Customer. A discount is applied to the purchase price to be paid by AffiliCon to the Provider (hereinafter: “AffiliCon-Margin”).
(5) In addition, AffiliCon provides sales partners (hereinafter: "Affiliates") with an online marketplace to provide them the opportunity to advertise the Provider’s Product online and thereby to broker sales of the Product via the Online Ordering Process. When working with Affiliates, the Provider is obliged - in particular, but not to the exclusion of other obligations – to review the legal admissibility and/or correctness of the banners, product data, text links, emails, videos and other material (hereinafter referred to as “Advertising Material”) on a regular basis.
§3 Registration and Provider Account
(1) Proper registration and, where deemed necessary by AffiliCon,inspection of the Provider, is a mandatory requirement and a condition for use of AffiliCon’s services according to this distribution degreement.
(2) Registration as a Provider is permitted only to entrepreneurs within the meaning of 14 (1) BGB. As such, the Provider must provide their VAT identification number (VAT ID No.) upon registering. If the Provider has their registered office outside Germany but within the European Union, AffiliCon can only make a payment pursuant to Section 6 once the Provider has specified their VAT identification number.
(3) The Provider is obligated to provide registration data in its complete and correct form. If this data changes after registration, the Provider is obligated to update AffiliCon accordingly without delay.
(4) Upon approval by AffiliCon, an electronic provider account with AffiliCon will be set up for the Provider. Invoices pursuant to Section 6 will also be managed within this account.
(5) After successful activation of their provider account, the Provider is to choose a secure password. The Provider is obliged to maintain strict confidentiality with regard to both their password and any other access data necessary for the use of AffiliCon’s services and the provider account; they must also secure their provider account carefully against unauthorised access. The Provider is obligated to notify AffiliCon
immediately if there are indications that third parties have misused the Provider’s account. The Provider is liable in principle for any negligent or deliberate misuse of their provider account.
(6) The provider account can only be transferred to third parties with AffiliCon’s express consent.
§4 Responsibility for Products
(1) The Provider is responsible for ensuring that none of the Products listed for sale via Affilicon violate any laws; the same applies for the way in which the Products are offered for sale on the Provider’s website. In particular, the Provider undertakes not to make any untrue or misleading statements about the Products.
(2) The Provider is obligated to ensure that the specific way in which their Affiliates offer Products on their websites does not violate any laws. In particular, the Provider undertakes to ensure that their Affiliates do not make any untrue or misleading statements about the Products.
(3) For all Products listed with AffiliCon, the Provider must correctly state in the product information all of the characteristics and features that are pertinent to the decision of a Customer to conclude a contract as well as any defects that reduce the value of the Product.
(4) The Provider has the option to specify sales prices when listing their products. For reasons of competition law, these sales prices are to be understood solely as “recommended retail price” and AffiliCon remains free to determine the prices it will offer to the Customer. However, AffiliCon takes the view the Provider is the one best acquainted with the market for its Products and the attainable market price and will therefore normally follow the Provider’s recommended retail price.
(5) Once the Provider has listed a Product, AffiliCon will review the Product and product information for its admissibility, completeness and legality pursuant to AffiliCon's Product and Marketing Guidelines.
The Provider must always observe these Product and Marketing Guidelines, which AffiliCon is entitled to change at any time, carefully. AffiliCon is entitled to refuse the provision of the services in respect to a particular Product or to exclude an already-listed Product from the provision of services at any time without providing reasons.
(6) The Provider is obligated to provide telephone and email details on their website to enable the establishment of contact regarding Products that have been delivered to the Customer. Where appropriate, the Provider must also provide technical support.
§5 Availability of Services
(1) The Provider is aware that AffiliCon’s services are based on the interaction of a variety of technical functions, procured services and products, telecommunication lines and other infrastructure (hereinafter: “Preliminary Inputs”). The availability of AffiliCon’s services is therefore subject to the proviso that the corresponding Preliminary Inputs are rendered in a timely manner and at a sufficient level of quality. Any liability or obligation to perform on the part of AffiliCon shall be excluded unless AffiliCon has acted in a deliberately or grossly negligent manner.
(2) In case of force majeure, AffiliCon is exempted from its obligation to perform. Within the meaning of this distribution agreement, force majeure refers all unforeseeable events as well as to events whose effects on the performance of the Agreement are not attributable to either AffiliCon or the Provider. These include, but are not limited to, power interruptions of more than 2 hours, terrorism, a lack of availability or improper functioning of the Internet, governmental measures and labour disputes (including in third party companies).
(3) AffiliCon has the right to temporarily limit or suspend the provision of services insofar as this becomes necessary in light of capacity limits, the security or integrity of the servers, data protection etc., or for the execution of operational or technically essential maintenance.
§6 Fees, Settlement and Holdback
(1) At the point at which a sale occurs between AffiliCon and the Customer, AffiliCon purchases from the Provider the Product that the Provider has listed with AffiliCon. The purchase price for AffiliCon is the recommended retail price stated by the Provider in their provider account plus the value-added tax that is incurred specifically for the sale to the Customer (hereinafter: “Sales Price”) less the AffiliCon-Margin according to AffiliCon’s currently applicable price list
(2) In the calendar week following the billing period agreed with the Provider (weekly, fortnightly or monthly), AffiliCon will draw up a statement for the Provider listing all sales from the last billing period. The statement will be made available to the Provider in text form in AffiliCon’s online provider portal (hereinafter: “My Area” (DE: “My-Bereich”)) along with a credit note in text form. The credit note will list the Sales Price minus the AffiliCon-Margin and the resulting credit balance (hereinafter: “Proceeds”).
(3) In the calendar week following the billing, the Proceeds will be paid to the bank account specified by the Provider minus a holdback (hereinafter: “Holdback”). The Holdback serves to protect AffiliCon against the risk of reclaims arising from revocations, withdrawals, cancellations and return debit through return debit notes and chargebacks by Customers (hereinafter referred to as “Reclaims”). AffiliCon will provide a separate statement pertaining to the Holdback. The standard amount of the Holdback depends on the number of sales during a given billing period. For up to three products sold, the Holdback amounts to 50% of the Sales Price; for four to ten sales, 20%; and for more than ten sales, 10%.
(4) By way of derogation from § 4 (4), AffiliCon is entitled, at its own discretion, to set the Holdback at up to 100% of the Sales Price. AffiliCon will carry out the aforementioned adjustment only where there is an objective reason to do so and taking into account the legitimate interests of AffiliCon. An objective reason consists, in particular, in a number of Reclaims that is above average according to what is normally to be expected or has previously been observed for that product type.
(5) The Retainer shall be paid out eight weeks after the date of the corresponding separate statement, provided that no set-off against counter-claims of AffiliCon has become necessary. If a billing sum contains direct debit payments of more than EUR 10,000.00, AffiliCon shall be entitled to issue a pay-out in relation to the direct debit payments only once eight weeks has passed since the sending of the separate statement.
(6) A pay-out of the Proceeds will only take place when a minimum of three sales has been made to different Customers and the Proceeds are at least EUR 100.00 net.
(7) A pay-out of all Proceeds belonging to a particular Provider will take place no later than eight weeks after the end of the contractual relationship between the Provider and AffiliCon.
(8) In the case of return debit notes and chargebacks (hereinafter: “Chargebacks”) by the Customer (i.e. the reversal of payment transactions by the bank, not by AffiliCon’s customer support), AffiliCon faces increased intern processing costs and charges are incurred by the bank or credit card acquirer. Each Chargeback will be billed to the Provider in the amount of EUR 10.66 plus tax.
§7 License Rights, Rights of Use
(1) The Provider guarantees AffiliCon that they are the owner of all rights to the Product and its accompanying marketing materials, such as product descriptions, product information, customer reviews, illustrations and other materials (collectively “the Works”).
(2) For the duration of this Agreement, the Provider grants AffiliCon a free, non-exclusive, irrevocable, worldwide right to use and exploit the Works fully, in particular with the aim of commercial marketing.
(3) The granting of rights expressly covers the listing and advertising of Products on the Internet in all manner of forms, in particular their integration in paid-for and free online services, price search engines, blogs and websites.
(4) If the Product and Works are of a digital nature, the Provider grants AffiliCon rights of use including but not limited to the following:
a) Authorisation for the Customer to save the Works permanently;
b) The right to reproduce, make publicly accessible and distribute; i.e., the right – using any available technical option, but in particular by means of digital integration within AffiliCon’s web page – to copy, make publicly communicate or publicly communicate the Works in an unrestricted fashion;
c) The right to make available on demand; i.e., the right to store the Works, to host them for the public and/or to transfer them to one or more requesting parties; this may occur in any analogue or digital electronic database, electronic data network or telecommunications service network;
d) The right to public communication; i.e., the right to publicly communicate the Works, whether commercially or non-commercially, by means of sound storage media, image storage media, multimedia storage media or other data media, in particular including magnetic tapes, magnetic tape cassettes, optical disks and chips, in all formats and using all analogue and digital methods and technologies;
e) The right to edit; i.e., the right, while upholding the moral rights of the author, to adapt and edit the work as desired (or to have it adapted and edited by a third party), in particular to digitalise it for the purpose of integration in AffiliCon’s website;
f) The right to advertise; i.e., the right to use the Works for advertising not only on the website, but also in all other media and outside of the Internet, especially on television and in print media; not, however, for the advertising of third-party products.
(5) The granting of rights also includes the use of selected parts of the Works and their use in connection with other works.
(6) In the context of the execution of this Agreement, the Provider shall grant AffiliCon the right to use the respective title of the Works as well as the names, logos, illustrations, trademarks and company names of both the Provider and the copyright owner of the Works; this shall be granted
solely for advertising purposes.
(7) AffiliCon will not change any of the Provider's trademarks in such a way that they no longer correspond to the design provided by the Supplier (except for size adjustments to trademarks, to the extent that this is necessary for presentation purposes, and as long as the relative proportions of the trademark remain the same). Notwithstanding the above, AffiliCon shall not be hindered or restricted in using the Provider's materials – even without their consent - to the extent to which such use is legally permissible without a license from the Provider (e.g. appropriate use according to copyright law, use within the bounds of trademark laws or a valid license from a third party).
(8) AffiliCon reserves the right to sub-license the above-granted rights of use to its affiliated companies.
(9) The Provider is liable towards AffiliCon and third parties insofar as they, as the Provider, commit Products or Works to AffiliCon for marketing purposes without being the owner of the above-mentioned rights to be transferred.
(1) The Provider must indemnify AffiliCon, at first request, against any warranty claims, compensation claims, liability claims, claims for receivables, costs and damages (including the costs of obtaining legal advice and defense for AffiliCon in an amount equivalent to the statutory fees, procedural and court costs and fines) that are asserted against AffiliCon in a judicial or extrajudicial manner (e.g. cease and desist letter) and that arise from or in connection with one of the following circumstances:
(i) the quality and function of Products;
(ii) claims or allegations by third parties in respect of the violation or unauthorized use of intellectual property rights as a result of trademarks, Products or product information supplied by the Provider;
(iii) Provider’s violations of warranties, guarantees and obligations pursuant to this Agreement (e.g. § 2 para. 5, § 4 para. 1 and 2, § 7 para. 1, § 11 para. 2);
(iv) Violations of legal prohibitions committed by the Provider or their Affiliates (e.g. § 4 para. 1 and 2).
(2) In the event that claims are asserted against AffiliCon pursuant to § 8 para. 1, AffiliCon is entitled to offset payment claims arising from their indemnification rights against payment claims by the Provider and to withhold payments accordingly. The only case in which the right to offset does not exist is if the Provider can prove that they are not at fault for the damage, the violation or the clams asserted against AffiliCon by third parties.
(3) If the Provider receives questions or complaints from the Customer (hereinafter referred to as “Enquiries”), they must answer the Customer within a maximum of 48 hours. AffiliCon will immediately forward any questions or complaints it receives from the Customer to the Provider for processing. In cases in which AffiliCon has forwarded Enquires to the Provider for processing, the Provider must either answer the Customer directly within a maximum of 48 hours, simultaneously notifying the AffiliCon that they have done so (e.g. by copying AffiliCon into the email that is sent to the Customer), or answer AffiliCon within a maximum of 48 hours.
(4) The Provider shall notify AffiliCon promptly of any complaints or threats of complaints relating to the infringement of legal or contractual provisions in connection with a Product.
(5) AffiliCon reserves the right to refund the Customer for Orders if
(i) there is reason to believe that the Order was placed fraudulently, or
(ii) if, in the case of a particular Order, the direct debit is withdrawn or not carried out, or
(iii) the Customer requests a refund prior to receiving the product; or
(iv) the Provider does not reply to Enquiries from the Customer or AffiliCon pursuant to 8.3 with a maximum of 48 hours, or
(v) it is to be assumed that a Chargeback is imminent, or
(vi) it is probable that the Order would result in judicial proceedings.
§9 Extended Right of Revocation
(1) AffiliCon shall grant the Customer a 60-day right to revoke the purchase contract without giving reasons, while any revocation after 14 days has to be exercised by the Customer by providing a corresponding declaration in text form within the meaning of 116b BGB (hereinafter: “Extended Right of Revocation”). The statutory right of revocation shall hereby remain unaffected. The Provider expressly agrees to this and will make reference to AffiliCon's extended right of revocation in the product details, in the General Terms and Conditions of business provided on their own website or via any other appropriate means.
(2) The revocation shall be deemed effective if it is received by the Provider or AffiliCon within the 60-day period pursuant to the Extended Right of Revocation. In the event that the notice of revocation is sent to the Provider, the Provider must forward it to AffiliCon by email without delay and at the latest within 2 business days. The revocation also covers the effective revocation of the direct debit, provided that it is done within the 60-days-period.
(3) In the event that AffiliCon rescinds the purchase contract due to a revocation or for other legal reasons and reimburses the purchase price in whole or part to the Customer, AffiliCon shall have a refund claim against the Provider, which can be asserted in particular by means of set-off.
(4) Subscriptions can be terminated at any time. If a subscription is revoked, the last payment or the payments from the last two months before revocation can be refunded to the customer at AffiliCon’s discretion. In this case, too, a refund claim in the amount of the reimbursement exists against the Provider and can be asserted by AffiliCon in particular by means of set-off.
§10 Liability of AffiliCon
(1) AffiliCon provides its sales platform and Online Ordering Process on an AS IS basis and AffiliCon makes no promises as to the percentage up-time or that the sales platform and Online Ordering Process will operate without error. In particular, but not limited to, AffiliCon is not liable for any failures or disruptions in the technical infrastructure that lie outside its sphere of responsibility.
(2) AffiliCon is not responsible for the content of the websites of Affiliates, Providers or third parties and for damages or disruptions caused by the defectiveness or incompatibility of the software or hardware of the Affiliate, the Provider or third parties.
(3) AffiliCon shall be liable only in the event of a breach of a contractual obligation, the fulfillment of which is of particular significance to the achievement of this distribution agreement and on the fulfillment of which the Provider may usually rely on (“cardinal obligation”). In case of a breach of those cardinal obligations, the liability of AffiliCon is limited to any foreseeable, typically occurring damages. The above limitation of liability does not apply for:
a) Damages resulting from intent or gross negligence;
b) Personal injuries (injury to life, body, health);
c) Explicit acceptance of guarantees by AffiliCon.
(4) AffiliCon shall not be liable if the circumstances giving rise to a claim against AffiliCon
a) are based on an abnormal and unforeseeable event on which AffiliCon had no influence and whose consequences could not have been avoided despite the exercise of due caution, or
b) were brought about by AffiliCon on account of a legal obligation.
(5) Without limiting the generality of the above section 10 (3), AffiliCon will not have any liability to the Provider or to any other person or organization for any indirect, incidental, consequential, exemplary, punitive or special damages of any description (including without limitation lost profits or loss or interruption of business), whether based on contract, negligence, tort or any other legal theory, regardless of whether advised of the possibility of such damages and irrespective of the number or nature of claims.
(6) Any limitations of liability in this section 10 do also apply for the personal liability of AffiliCon’s employees, servants and agents.
§11 Data Protection
(1) Where names, addresses, contact details and email addresses of Customers (hereinafter “Personal Data”) have been obtained by AffiliCon directly or indirectly through the sale of Products, AffiliCon is obligated to share this information with the Provider only insofar as it is absolutely necessary for the processing of purchases, for fulfilling the purpose of the Agreement, or if the Customer has consented for the information to be passed to the Provider.
(2) If, pursuant to the preceding paragraph, AffiliCon is entitled to pass on Personal Data to the Provider or to enable the Provider to access it, the Provider must adhere to data protection laws (e.g. the German Federal Data Protection Act and the General Data Protection Regulation) and, in particular (but not exclusively), to observe the principles of data economy and to secure the data against unauthorized access. The Provider is expressly prohibited from making this data available to third parties, in particular to resell it or for the sending of advertising materials, unless the Customer has given their explicit prior consent in accordance with the applicable statutory provisions on data protection.
§12 Suspension of Provider Account
(1) AffiliCon shall be entitled to take one or more of the following measures if there are indications that the Provider is violating statutory provisions, the provisions of this Agreement or AffiliCon’s Product and Marketing Guidelines, or if AffiliCon has another legitimate interest in doing so, in particular for the purpose of protecting Customers against fraudulent activities:
a) Restrictions on the use of functions of the services;
b) Temporary exclusion of products;
c) Permanent exclusion of products;
d) Deletion of product/service listings or other content;
e) Withholding of revenue on a blocked account until such time as factual and legal issues are clarified; however, this may be for two years at the most.
(2) AffiliCon shall take into account the legitimate interests of the Provider in their choice of measure(s) listed in Section 12 (1), in particular if there are indications that fault is not or not predominantly attributable to the Provider.
(3) In the event of a temporary suspension of account (or, where applicable, exclusion of a specific product), AffiliCon will decide - at its own discretion (Section 315 BGB), within an appropriate timeframe, and after consultation with the Provider - whether the respective product will continue to be resold.
(4) If AffiliCon suspends a Provider’s account permanently (or, where applicable, a specific product is permanently excluded), the Provider shall have no claim in regards to the ongoing resale of the product by AffiliCon.
§13 Duration of Contract and Termination
(1) This Agreement shall be concluded for an indefinite period.
(2) AffiliCon and the Provider are entitled to terminate this Agreement at any time with a period of 4 weeks to the end of the month. The right to extraordinary termination shall remain unaffected.
(3) In particular, AffiliCon is entitled to extraordinary termination if:
a) the Provider or their products violate laws, this Agreement or AffiliCon's product and marketing guidelines;
b) Items from the Provider are complained about or returned by Customers at an above average* rate of frequency;
c) there is an above-average * number of conflicts between Customers and the Provider;
d) the Provider or Products supplied by them receive negative ratings at an above average* rate of frequency;
e) the Provider has transferred their provider account to a third party or granted third parties access to it in contravention of Section 3 (6);
f) the Provider causes significant harm to other providers, to Customers or to AffiliCon;
g) the Provider uses the services of AffiliCon or functions of these services in a manner that contravenes the Agreement, or exploits them for non-contractual purposes;
h) a reason exists for permanent exclusion of a Product according to Section 12;
i) there is any other important reason entitling AffiliCon to terminate the contract exceptionally.
* An above-average rate of frequency is defined as when the average figure for all providers in the past three calendar months is exceeded by more than 50%.
§14 Exercise of Rights by Third Parties, Transfer of Agreement
(1) For the purpose of performance of the Agreement and the exercise of rights afforded to AffiliCon under this Agreement and under law, AffiliCon may use other companies and service providers as vicarious agents.
(2) AffiliCon is entitled, with a period of notice of 4 weeks, to transfer its rights and obligations arising from this contractual relationship in whole or part to a third party.
§15 Changes to the Agreement
(1) AffiliCon reserves the right to change this distribution agreement at any time and to adapt it in line with changing business conditions. The Provider shall be notified of any such changes at least 4 weeks before the planned entry into force of such changes.
(2) Insofar as the Provider does not object within 4 weeks of receipt of this notification and their use of the services continues after expiry of the objection period, the changes will be deemed to have been effectively agreed from the time this period expires. In the event of an objection, the Agreement shall continue under the existing conditions; Section 13 (2) shall remain unaffected. In the amendment notice, AffiliCon will inform the Provider of their right of objection and of the consequences thereof.
§16 Final Provisions
(1) Should individual provisions of this distribution agreement be or become invalid, the validity of the remaining provisions of this Agreement shall remain unaffected subject to Section 305 ff. BGB. In the case of invalidity of one or more provisions, statutory provisions shall apply.
(2) These General Terms and Conditions and all legal relations between the Provider and AffiliCon shall be governed by the substantive law of the Federal Republic of Germany to the exclusion of the UN Convention on CISG.
(3) The place of jurisdiction for all disputes arising out of and/or in connection with this distribution agreement is Cologne.
Cologne, June 2018
Terms & conditions for affiliates
§ 1 Scope of Validity
(1) These Terms and Conditions (hereinafter referred to as “Affiliate Terms and Conditions”) govern the provision of web-based services (hereinafter referred to as “Services”) by AffiliCon GmbH, Hohenzollernring 5, 50672 Cologne (hereinafter referred to as “AffiliCon”) for sales partners (hereinafter referred to as “Affiliates”).
(2) These Affiliate Terms and Conditions are intended exclusively for business owners within the meaning of § 14 BGB (German Civil Code). A business owner is a natural or legal person or a partnership with legal capacity that, in concluding a legal transaction, acts in the exercise of its commercial or independent professional activity.
(3) In using these Services, the Affiliate agrees to these Affiliate Terms and Conditions and expressly declares that they are a business owner within the meaning of § 14 BGB (German Civil Code).
§ 2 Description of Services
(1) AffiliCon purchases products and services (hereinafter referred to as “Products”) from manufacturers and service providers (hereinafter referred to as “providers”) and sells these to customers (hereinafter referred to as “Customers”) via its online ordering process.
(2) AffiliCon operates an online marketplace at [marktplatz.affilicon.net] (hereinafter referred to as “Marketplace”) that enables Affiliates to advertise their Products by means of affiliate marketing (hereinafter referred to as the “Affiliate Programme”). The Product is described in the Marketplace and the profit-dependent revenue share (hereinafter referred to as “Commission”) is specified.
(3) Providers produce advertising material for the marketing of their products via Affiliate Programmes, including banners, product data, text links, emails and videos (hereinafter referred to as “Advertising Material”). This Advertising Material is made available to registered Affiliates by Providers in order that they can be integrated into a website operated by the Affiliate, an email or an affiliate-operated blog (hereinafter referred to as “Advertising Space”). With the marketplace, AffiliCon offers a platform via which Providers can make Advertising Material available to Affiliates, including in the form of HopLinks. AffiliCon is not the producer of the Advertising Material, is not obliged to check the advertising material for its admissibility or correctness and does not, in providing the marketplace and/or undertaking the creation of HopLinks, act as a representative of the provider.
(4) If a third party, e.g. a consumer, clicks on the link in an item of Advertising Material and a commission-eligible transaction occurs as a result of this (hereinafter referred to as “Transaction”), the Affiliate of AffiliCon will receive a Commission for the successful referral of a Customer. What constitutes a Transaction in each individual case is determined by the product description in the Marketplace and additionally by the regulations of § 6.
(5) AffiliCon monitors and logs Transactions (hereinafter referred to as “Tracking”), makes an overview of these available to the Affiliate and settles any amounts owed. Tracking carried out by AffiliCon is decisive only in regard to whether a Transaction has been brokered and forms the basis of the subsequent calculation of remuneration pursuant to § 6.
§ 3 Registration as an Affiliate
(1) In order to participate in the Affiliate Programme, the Affiliate must register on the website [my.affilicon.net] operated by AffiliCon, stating the address of its website and other data.
(2) Registration is open to legal or natural persons of at least eighteen years of age. Each Affiliate must also have a bank account. AffiliCon reserves the right to check the Affiliate’s personal details.
(3) By completing the registration form and accepting these Affiliate Terms and Conditions, the Affiliate submits an offer for the conclusion of the contract governing participation in the Affiliate Programme. The contract contains the content of these Affiliate Terms and Conditions.
(4) If AffiliCon accepts the offer, the Affiliate will receive a confirmation email. AffiliCon reserves the right to reject the offer without giving reasons.
§ 4 Participation in the affiliate programme
(1) Following acceptance of the registration request and admission to the Affiliate Programme, the Affiliate can participate in the Affiliate Programme. On the Marketplace accessible via AffiliCon’s public web pages, the Affiliate can obtain an overview of Products of providers that are eligible for marketing through the Affiliate Programme.
(2) In the online profile for registered members (hereinafter referred to as “MY Account”), the Affiliate can review and change all their personal data and information or terminate their participation in the Affiliate Programme.
(3) AffiliCon is free to prohibit use of a specific type of Advertising Material by the Affiliate at any time.
(4) Whenever a specific type of Advertising Material is incorporated, the Affiliate accepts any additional, programme-specific terms and conditions (hereinafter referred to as “Product Advertising Terms”) that are displayed when the Advertising Material in question is selected. These Product Advertising Terms become part of the contract with AffiliCon and supplement these Affiliate Terms and Conditions.
(5) If the Affiliate operates a network containing Sub-Affiliates, the Affiliate guarantees, by registering, to communicate these Product Advertising Terms to their Sub-Affiliates and to monitor and enforce compliance by these Sub-Affiliates. The Affiliate is liable for the conduct of their Sub-Affiliates.
(6) Participation in the Affiliate Programme is free of charge for Affiliates.
§ 5 Obligations of the Affiliate
(1) Upon registration
a) The Affiliate guarantees to provide the information requested during registration in a truthful and complete manner. If data entered during the registration process changes after registration, the Affiliate must update the data in their MY Account immediately.
b) VAT-paying business owners are obliged to provide AffiliCon with the tax number issued to them by the tax authority or the value-added tax identification number issued to them by the Bundesamt für Finanzen
(German Federal Tax Office) or the corresponding foreign authority. This must be done at the time of registration or by entering the information subsequently in their MY Account.
c) The Affiliate undertakes to keep confidential the access data for their MY account (email address and password) chosen during the registration process, to refrain from disclosing it to third parties and to store it in such a way that third parties cannot gain knowledge of it. Third parties may not be granted access to the registered members’ area using this access data. Insofar as there is reason to believe that third parties have knowledge of this access data, the Affiliate must inform AffiliCon immediately in writing or by email to http://support.affilicon.net.
(2) When using Advertising Materials in an Advertising Space
a) The Affiliate shall ensure, at their own responsibility, that they possess the necessary rights to the Advertising Space and/or the rights for its commercial exploitation.
b) The Affiliate must ensure that the Advertising Space specified at registration corresponds to the Advertising Space specified upon selection of the Advertising Material or the Advertising Space used for integration of the Advertising Material.
c) By integrating the corresponding Advertising Material in the Advertising Space, the Affiliate guarantees that neither the Advertising Space nor their advertising activities in general:
(i) violate the rights of third parties (in particular copyright, trademark rights, personal rights or other similar rights) and/or
(ii) breach other statutory provisions (in particular those relating to competition law), or
(iii) are of a seditious, racist, violence-promoting or pornographic nature, could be harmful to minors, or are prohibited from being made accessible to the public for any other reason.
(3) The Affiliate undertakes to refrain from carrying out any electronic attacks on the Services and/or the Affiliate Programme. The following, in particular, shall be regarded to constitute electronic attacks: attempts to compromise, circumvent or otherwise render ineffective the safety mechanisms of the Services, the use of computer programs for the automatic retrieval of data, the use and/or dissemination of viruses, worms, Trojan horses, brute force attacks, spam or the use any other links, programs or procedures having the potential to damage the Services, the Affiliate Programme or individual participants in the Affiliate Programme.
(4) When sending emails containing Advertising Material from providers, the Affiliate must, in particular, observe the ban on sending unsolicited advertising (“Spam”). The unsolicited sending of emails with advertising content is prohibited. Prior to the sending of emails, the consent of all the respective recipients must be obtained and, at the request of AffiliCon, proven in writing.
§ 6 Settlement, Payment of Commission and Holdbacks
(1) Affiliates receive a Commission from AffiliCon for each Transaction pursuant to § 2 (4). Payment of the commission is subject to any deductions or holdbacks as described in this section or any offsetting claims pursuant to § 9.
(2) The amount of Commission in individual cases - and the types of Transactions for which Commission is granted - depend on the Product Advertising Terms given in the Marketplace for the Product in question [http://marktplatz.affilicon.net]. The Commission stated as a percentage value in the Product Advertising Terms is based on the gross sales value of the product following deduction of the AffiliCon margin and the value-added tax.
Example based on an Affiliate Commission of 30%:
Gross sales price charged to the
Customer 119.00 EUR
Minus AffiliCon margin (7% + 1 EUR) 9.33 EUR
Minus value-added tax of 19% 19.00 EUR
Total amount paid out 90.67 EUR
Amount paid out to provider (70 %) 63.47 EUR
Amount paid out to affiliate (30 %) 27.20 EUR*
*plus statutory value-added tax, where applicable
(3) The right to payment of Commission is subject to fulfillment of the following conditions:
a) the Transaction must have come about as a result of the Affiliate’s advertising activity;
b) the Transaction must have been logged (“tracked”) by AffiliCon;
c) the Transaction must have been confirmed by AffiliCon;
d) the Transaction must not have been revoked by means of statutory measures (e.g. revocation, withdrawal, cancellation),
e) no return debit note or chargeback (hereinafter referred to as “Chargeback”) exists for the Transaction in question on the part of the Customer, and
f) no misuse may have occurred within the meaning of § 8 of these Affiliate Terms and Conditions.
(4) For Transactions that have already been compensated with Commission in a previous statement but for which a revocation, withdrawal, cancellation or return debit exists in the form of a Chargeback at the time of the current statement (hereinafter referred to as “Reclaims”), the already-paid Commission will be deducted from the current statement.
(5) In the calendar week following the end of the billing period agreed with the Affiliate (weekly, fortnightly or monthly), AffiliCon will draw up a statement for the Affiliate listing all Transactions from the last billing period. The statement will be made available to the Affiliate in the My- Account along with the credit note in text form. Settlement will occur by means of a credit note procedure; that is, instead of an invoice being issued by the Affiliate, AffiliCon will credit the respective Commission to the Affiliate account. The balance on the Affiliate account is not subject to interest.
(6) In the calendar week following the settlement, the Commission will be paid out to a bank account specified by the Affiliate less a holdback (hereinafter referred to as “Holdback”). The Holdback serves to protect against the risk of Reclaims. AffiliCon will draw up a separate statement for the Holdback. The amount of the Holdback depends on the number of Transactions in that particular billing period. For up to three Transactions, the Holdback is 50% of the calculated Commission, for four to ten Transactions, 20%, and for more than ten Transactions, 10%.
(7) By way of derogation from § 6 (6), AffiliCon is entitled, at its own discretion, to set the Holdback at up to 100% of the Commission value. AffiliCon will undertake the aforementioned adjustment only where there is an objective reason to do so and taking into account the legitimate interests of AffiliCon. An objective reason consists, in particular, in a number of Reclaims that is above average according to what is normally to be expected or has previously been observed for that product type.
(8) The Holdback will be paid out eight (8) weeks after the date of the corresponding separate statement, provided that no set-off against counter-claims of AffiliCon has occurred. If Transactions by direct debit have been brokered in a total volume of more than EUR 10,000.00, AffiliCon shall be entitled to issue a pay-out in regard to these direct debits only once eight (8) weeks has passed since the sending of the statement.
(9) A payout of the Commission will only take place if a minimum of three Transactions have taken place and the Commission amounts to at least EUR 100.00 net.
(10) Subject to the provisions of § 10 (3) and (4), the payout of all Commission amounts to a particular Affiliate will take place no later than twelve (12) weeks are after the end of the contractual relationship between the Affiliate and AffiliCon. This shall be without prejudice to claims by AffiliCon against the Affiliate for the reimbursement of already-paid Commission for Transactions which are no longer eligible for Commission on account of existing Reclaims.
(11) Aside from the payment of Commission, the Affiliate is not entitled to any further claims for the reimbursement of expenses and costs or similar.
§ 7 Rights of Use of Affiliates
(1) Information and data obtained within the framework of the Affiliate Programme may only be used by the Affiliate in connection with their use of the Affiliate Programme. The Affiliate is prohibited from passing this information and data to third parties or using it for any other purpose. The approved transfer of information and data to Sub-Affiliates is an exception. Express reference is hereby made to §§ 4 (5), 7 (5) and 9 of these Affiliate Terms and Conditions.
(2) The Advertising Material provided may not be altered visually, technically or in terms of its content - or modified in any other way - without the prior consent of the respective provider.
(3) The Services, the Affiliate Programme and its applications are protected by copyright and by other relevant statutory provisions.
(4) AffiliCon grants the Affiliate the revocable, non-exclusive, non- transferable right to use the Advertising Material exclusively within the scope of their participation in the Affiliate Programme and in compliance with the Product Advertising Terms and general laws and regulations. The aforementioned rights of use shall expire upon termination of the agreement between AffiliCon and the Affiliate, irrespective of the reason for this termination.
(5) No other rights of use are granted to the Affiliate. Save for the passing of necessary data to Sub-Affiliates for specific purposes (see §4, §5 and 7 (1) of these Affiliate Terms and Conditions), the Affiliate is not entitled to pass on all or part of the Advertising Material, applications and associated data that have been made available to them, or to allow third parties access to the same.
(6) The Affiliate is under no circumstances permitted to use the Advertising Material made available to them to create their own database and/or information services.
§ 8 Misuse
(1) Any form of misuse – that is, any measures that serve to promote the realisation of Transactions through unfair methods or inadmissible means and that violate applicable law, these Affiliate Terms and Conditions, the Product Advertising Terms or the AffiliCon Product and Marketing Policy – is prohibited.
(2) The Affiliate is prohibited from attempting to obtain Commission by placing orders themselves or instructing third parties to do so, or by feigning orders. The following practices, in particular, constitute abuse under the meaning of these Affiliate Terms and Conditions:
a) the feigning of business transactions that have not actually taken place, e.g. through the provision of third-party data, incorrect data or non-existent data when ordering products or completing online registrations, or
b) the use of forms of advertising that allow tracking, but for which the Advertising Material is not indicated, is undetectable or is not indicated in the prescribed form and / or size, or
c) the use of terms and expressions that, for the provider or third party’s purposes, are protected under law, particularly under trademark law, without the express prior written consent of the right holder. This could include their use in search engines, advertisements or the promotion of Advertising Space.
(3) Any form of misuse entitles AffiliCon to immediately suspend the Affiliate account in question. Within one month of the suspension, an objection may be submitted in text form for the purpose of clarifying the facts. If the facts cannot be resolved in favour of the Affiliate, AffiliCon reserves the right to give notice of termination. In the event of termination, the performance of the contract shall be governed by § 10 of these Affiliate Terms and Conditions.
(4) The Affiliate shall not be entitled to any Commission for Transactions that have been brought about in a fraudulent manner.
(5) During the participation of the Affiliate in the Affiliate Programme, the Affiliate is not permitted to bypass AffiliCon by concluding direct or indirect contracts with individual providers in the Affiliate Programme in relation to the services governed by these Affiliate Terms and Conditions, or to carry out negotiations aimed at doing so.
(6) The Affiliate undertakes to pay a contractual penalty, to be determined by AffiliCon, for each case of culpable violation of §§ 8 (1) and (2) of these Affiliate Terms and Conditions. The maximum contractual penalty that can be levied is the balance that has been accumulated and confirmed on the Affiliate account at the time of suspension.
§ 9 Indemnification and Right to Offset Payments
(1) The Affiliate must indemnify AffiliCon, at first request, against any compensation claims, liability claims, claims for receivables, damages and costs (including the costs of obtaining legal advice and defense for AffiliCon in an amount equivalent to the statutory fees, procedural and court costs and fines) that are asserted against AffiliCon in a judicial or extrajudicial manner (e.g. e.g. cease and desist letters) and that arise from or in connection with one of the following circumstances:
(i) claims or allegations by third parties in respect of the violation or unauthorized use of trademarks on Advertising Space used by the Affiliate;
(ii) the Affiliate’s violations of warranties, guarantees and obligations pursuant to
this Agreement (e.g. § 4 para. 5, § 5)
(iii) the Affiliate’s violations of legal prohibitions.
(2) In the event that claims are asserted against AffiliCon pursuant to §9 para. 1, AffiliCon is entitled to offset payment claims arising from their indemnification rights against payment claims by the Affiliate and to withhold payments accordingly. The only case in which the right to offset does not exist is if the Affiliate can prove that they are not at fault for the damage, the violation or the clams asserted against AffiliCon by third parties.
§ 10 Duration and Termination
(1) The term of the contractual relationship governed by these Affiliate Terms and Conditions and pertaining to participation in the Affiliate Programme begins with the acceptance of the registration application and ends when this agreement is terminated by either AffiliCon or the Affiliate. The contract for participation in the Affiliate Programme is concluded indefinitely and can be terminated by the parties at any time in text form.
(2) If no Commission has been credited to the Affiliate account following a period of two (2) years after registration, AffiliCon reserves the right to close the account and delete the registration. The deletion of the registration shall be considered termination. As a general principle, the submission of a renewed application for registration pursuant to § 3 is possible.
(3) Transactions concluded up to the time of termination of contract shall be settled upon receipt of the notice of termination, taking into account the provisions of § 6. Any remaining credit shall be paid to the Affiliate upon termination of contract against a processing fee of EUR 15.00. If the balance is EUR 15.00 or less at the time of the termination of contract, no payout will be made.
(4) If the contractual relationship with the Affiliate has been terminated due to misuse pursuant to § 8, the contractual penalty will be deducted from the credit as per § 8 (6).
§ 11 Data Protection
(1) The protection of personal data is of great importance to AffiliCon. At the same time, the collection, processing and use (hereinafter referred to as "Use") of such data is a prerequisite for the provision of its Services. AffiliCon collects, processes and uses (hereinafter referred to as "uses") personal data exclusively in compliance with the applicable legal data protection regulations and the AffiliCon Data Privacy Statement (LINK)
(2) AffiliCon also uses Affiliates’ contact information to contact Affiliates by email – and, where necessary, by telephone - in matters pertaining to their participation in the Affiliate Programme.
(3) Any use of the Affiliate’s personal data for purposes other than those mentioned in § 11 may occur only with the express permission of the Affiliate or on the basis of a statutory permission that grants AffiliCon this Use.
(4) The Affiliate can obtain information about the data stored about them by AffiliCon by means of the usual contact options or by lodging an inquiry with http://support.affilicon.net.
§ 12 Availability of the Affiliate Programme
(1) The Affiliate is aware that the Services and the Affiliate Programme are based on the interplay of a variety of technical functions, procured services and products, telecommunication lines and other infrastructure (hereinafter referred to as “Preliminary Inputs”). The availability of the Services and the Affiliate Programme is therefore subject to the proviso that the corresponding Preliminary Inputs are rendered in a timely manner and at a sufficient level of quality. Any liability or obligation to perform on the part of AffiliCon shall be excluded, unless AffiliCon has acted intentionally or with gross negligence.
(2) In case of force majeure, AffiliCon is exempted from its obligation to perform. Within the meaning of these Affiliate Terms and Conditions, force majeure refers to all unforeseeable events as well as to events whose effects on the performance of the contract are not attributable to either AffiliCon or the Affiliate. These include, but are not limited to, power interruptions of more than 2 hours, terrorism, a lack of availability or improper functioning of the Internet, governmental measures and labour disputes (including in third party companies).
(3) AffiliCon is entitled to temporarily limit or suspend the provision of Services insofar as this becomes necessary in light of capacity limits, the security or integrity of the servers, data protection etc., or for the execution of operational or technically essential maintenance.
§ 13 Liability of AffiliCon
(1) AffiliCon provides its Services, the Market Place and the Affiliate Program on an AS IS basis and AffiliCon makes no promises as to the percentage up-time or that the Services, the Market Place and the Affiliate Program will operate without error. Furthermore AffiliCon is not liable for any failures or disruptions in the technical infrastructure that lie outside its sphere of responsibility.
(2) AffiliCon is not responsible for the content of the websites of Affiliates, providers or third parties and for damages or disruptions caused by the defectiveness or incompatibility of the software or hardware of the Affiliate, the provider or third parties.
(3) AffiliCon shall be liable only in the event of a breach of a contractual obligation, the fulfillment of which is of particular significance to the achievement of this distribution agreement and on the fulfillment of which, the Affiliate may usually rely on (“cardinal obligation”). In case of a breach of those cardinal obligations, the liability of AffiliCon is limited to any foreseeable, typically occurring damages. The above limitation of liability does not apply for:
a) Damages resulting from intent or gross negligence;
b) Personal injuries (injury to life, body, health);
c) Explicit acceptance of guarantees by AffiliCon.
(4) AffiliCon shall not be liable if the circumstances giving rise to a claim against AffiliCon
a) are based on an abnormal and unforeseeable event on which AffiliCon had no influence and whose consequences could not have been avoided despite the exercise of due caution, or
b) were brought about by AffiliCon on account of a legal obligation.
(5) Without limiting the generality of the above section 13 (3), AffiliCon will not have any liability to the Affiliate or to any other person or organization for any indirect, incidental, consequential, exemplary, punitive or special damages of any description (including without limitation lost profits or loss or interruption of business), whether based on contract, negligence, tort or any other legal theory, regardless of whether advised of the possibility of such damages and irrespective of the number or nature of claims.
(6) Any limitations of liability in this section 13 do also apply for the personal liability of AffiliCon’s employees, servants and agents.
§ 14 Exercise of Rights by Third Parties, Transfer of Agreement
(1) For the purpose of performance of the contract and the exercise of rights afforded to AffiliCon under these Affiliate Terms and Conditions and under law, AffiliCon may use other companies and service providers as vicarious agents.
(2) AffiliCon is authorized to transfer its rights and obligations arising from this contractual relationship in whole or part to a third party by giving 4 (four) weeks notice to the Affiliate.
(3) The Affiliate may transfer rights and obligations arising from the contractual relationship between AffiliCon and the Affiliate to a third party only with the approval of AffiliCon. In particular, the registration in the Affiliate Programme is not transferable to third parties.
§ 15 Changes to the Affiliate Terms and Conditions
(1) AffiliCon reserves the right to change these Affiliate Terms and Conditions at any time and to adapt them in line with changing business conditions. The Affiliate shall be notified of any such changes at least four (4) weeks before their planned entry into force.
(2) Insofar as the Affiliate does not object within four (4) weeks of receipt of this notification pursuant to § 15 (1) and their use of the services continues after expiry of the objection period, the changes will be deemed to have been effectively agreed from the time this period expires. In the event of an objection, the Affiliate Terms and Conditions shall continue under the existing conditions; § 10 (1) shall remain unaffected. In the amendment notification, AffiliCon will notify the Affiliate of their right of objection and the consequences.
§ 16 Final Provisions
(1) The contractual relationship between AffiliCon and the Affiliate governed by these Affiliate Terms and Conditions does not constitute a company and thus does not authorise either party to make legally binding declarations for the other party or the two parties jointly or to otherwise commit the other party to an obligation or represent them in any way.
(2) These Affiliate Terms and Conditions and all legal relations between AffiliCon and the Affiliate shall be governed by the substantive law of the Federal Republic of Germany to the exclusion of the UN Convention on CISG.
(3) The exclusive place of jurisdiction for all disputes arising out of and/or in connection with this contractual relationship between AffiliCon and the Affiliate is Cologne.
(4) Insofar as individual clauses of these Affiliate Terms and Conditions prove to be wholly or partially invalid, the validity of the remaining provisions shall remain unaffected. The ineffective provision shall be deemed to be replaced by the provision that comes closest, in economic terms, to replicating the meaning and purpose of the ineffective provision in a legally effective manner. The same applies to any loopholes.
Cologne, June 2018
Terms & Conditions for customers
§Scope of application
(1) These General Terms and Conditions govern the authorized sale of goods and services (hereinafter: “Products”) by AffiliCon GmbH, Hohenzollernring 5, 50672 Cologne (hereinafter: “AffiliCon”) through the online order process operated by AffiliCon (hereinafter: “Online Order Process”).
(2) These General Terms and Conditions are aimed at both consumers within the meaning of Section 13 of the German Civil Code (BGB) and entrepreneurs within the meaning of Section 14 BGB (hereinafter: “Customers”). A consumer is any natural person completing a legal transaction for a purpose that is not associated either with his/her commercial or independent professional activity. An entrepreneur is a natural or legal person or a legal partnership that exercises its commercial or independent professional business by entering into a legal transaction. If provisions of these General Terms and Conditions are solely intended for either consumers of entrepreneurs, this shall be especially highlighted in the following.
(3) AffiliCon sells Products from traders and service providers (hereinafter: “providers”) who, in the event of an order from the Customer to AffiliCon, are immediately obligated to perform a service for the Customers and thus act as vicarious agents of AffiliCon.
(4) If there is a pre-existing, ongoing business relationship between the Customer and AffiliCon, these General Terms and Conditions shall also be valid if reference to their inclusion is made when concluding future contracts.
§2 Product descriptions
The significant properties of the Products offered by AffiliCon result from the Product descriptions
from the respective provider.
§3 Conclusion of contract
(1) The Products presented on the provider’s website and the price information and offers given there do not constitute an offer from the provider to conclude a contract. The Customer is merely invited to make an offer to purchase the respective Product by placing an order.
(2) By placing this order, the Customer makes a binding offer to conclude a contract with AffiliCon regarding the respective Product. By placing the order, the Customer recognizes these General Terms and Conditions as binding for the purchase. In the event of services from the Provider, to whom we discernibly generate access for the Customer, the provider’s information shall also apply.
(3) AffiliCon shall confirm receipt of the order from the Customer by sending a confirmation email. This order confirmation does not constitute an acceptance of the contractual offer by AffiliCon. With this confirmation email the Customer shall receive the cancellation notice and payment information where necessary.
§4 Special provisions for individual product types
a) The supply of software takes place through the provision of a download link and the granting of rights of use according to Section 4 (1) c).
b) The Customer has verified prior to the conclusion of the contract that the specifications of the software meet his wishes and requirements. The significant functional characteristics and conditions of the software are given on the website of the provider and in the Order Process.
c) AffiliCon shall grant the Customer the rights contained in the license terms of the software, and at least the irrevocable and non-sublicensable right to store the software on a data carrier and to execute it by loading into the working memory.
d) The Customer is forbidden from passing the software on to third parties, such as through a peer-to-peer network, and from making it accessible, uploading it or distributing it in any other way and/or supporting such activities. The Customer may only pass on the software - including the license keys - to third parties if this is expressly permitted in the license conditions of the software and only in accordance with the provisions contained in these license conditions. e) The Customer can receive a back-up copy of the purchased software on CD by selecting the “back-up copy” field in the basket during the Order Process if this is offered for the actual Product. The license conditions of the software shall apply in full to this copy.
a) E-Books are protected by copyright and are only intended for purchase for personal use. The Customer shall acquire a simple and non-transferable right of use allowing the private or professional use as an individual user.
b) The Customer may use copies of the e-book for his private or otherwise personal use according to the respective Product description and he may store it on reading devices and use it on such devices according to the applicable conditions.
c) Any further use, in particular the transmission, processing, duplication or reproduction, distribution, publication of or provision of public access to the eBook, in whole or in part, whether in digital form, by remote data transmission or in a similar form, is not permitted and may be subject to prosecution.
a) The Customer shall receive a link and login details in order to participate in the webinar. Passing the link on to third parties is not permitted. The Customer undertakes to follow the instructions in connection with the respective seminar description.
b) If the Customer does participate in the booked webinar or does not login without having requested an effective written cancellation or rebooking in advance, the full participation fee shall be charged. Any reimbursement of the paid participation fee is not possible in this case.
c) AffiliCon and the provider of the webinar have no influence on the technical functionality of the webinar access software and other software which is used to provide the webinar.
d) The Customer recognizes that a 100% availability of the webinar is not technically possible. In particular, maintenance, security or capacity matters, as well as other events which are outside the control of AffiliCon or the provider of the webinar (such as disruptions to public communication networks, power failures etc.) may lead to short-term disruptions or a temporary stoppage of the webinar.
e) Webinar speakers may be replaced by other persons who have comparable qualifications in the same subject matter in the event of special, unforeseeable circumstances. A cancellation claim or claim for the reimbursement of expenses shall not exist in these cases.
f) If a webinar is cancelled for good cause, the Customer shall receive a refund for the full participation fee. A claim to any further liability and compensation claims shall not exist unless gross negligence exists on the part of AffiliCon or the provider.
g) Under certain circumstances, partial or whole audio and video recordings of the webinar may be made in order to provide the recording to those participants who were unable to join the webinar, for example. Chat and verbal contributions from Customers shall also be recorded; it shall be clear from the name given by the Customer in the participant list that this person has contributed. A subsequent “cutting out” of such verbal contributions is not possible for technical reasons.
a) A withdrawal from the contract for a booked seminar product is only possible at the latest 14 days before the seminar.
b) Should an event be cancelled due to a low number of participants, illness on the part of the speaker or another good reason, the price paid in advance shall be reimbursed. Any further claims are excluded. This must be considered when booking travel or making other preparations. If a cancellation occurs, this shall normally take place one to three days in advance. The same shall apply for the seminar being overbooked or the overbooking of sub-allocations intended for certain target groups.
c) The seminar documents are protected by copyright. The Customer is not permitted to forward the seminar documents to third parties and this may lead to criminal prosecution or civil penalties.
(5) Audio-/Video files
AffiliCon and the manufacturer / vendor do not provide the Customer with ownership of the audio or video files. The Customer shall only acquire a simple, non-transferable right to use the offered item for personal use, which may be revoked until full payment of the license fee, or in the event that this involves an entrepreneur, to use the item within a company in compliance with the special license conditions of the provider.
§5 Availability of goods and supply reservation
(1) The delivery and provision of Products shall take place predominately over the internet so that availability is usually guaranteed, subject to the availability of the accompanying materials such as data carriers and brochures.
(2) In individual cases the availability of the respective Products may result from an availability notification from the provider. Such a notification is unbinding, however, as the number of orders may exceed the stock of the Products concerned for technical reasons. In the event of overselling, the Customer shall be immediately informed of this by AffiliCon or the provider.
§6 Purchase price and shipping costs
(1) The information given in the Online Order Process as well as the following provisions shall apply for the prices of the Products.
(2) If the performance of services does not take place via download, but by way of a physical shipment, the shipping costs shall be added to the Product price. The shipping costs shall be displayed in the detailed item view in the Online Order Process.
(3) Our prices include VAT or accordingly sales tax, which shall be displayed separately in the Online Order Process.
§7 Payment by the customer
(1) The payment methods available for the order shall be displayed for the Customer as part of the Online Order Process. The payment for the ordered Products shall then take place through the method selected by the Customer during the Online Order Process.
(2) If the Customer has selected a credit card payment, a PayPal payment or an instant transfer, AffiliCon reserves the right to carry out a check as regards the validity of the selected payment method before accepting the order.
§8 Delivery to the customer
(1) As the offered goods and services primarily consist of digital Products, the delivery shall generally take place via download without any geographical restrictions. Otherwise, the delivery shall take place within Germany and other countries specified by the provider which are highlighted during the Order Process and which can be selected by the Customer.
(2) If this involves physical Products, the shipment shall be carried out within the delivery period specified during the Online Order Process by a shipping provider (e.g. DHL, UPS, DPD) to the delivery address provided by the Customer. The Customer shall be notified of the shipping confirmation via email. This email shall usually be sent by the provider of the Product or a shipping provider who acts as a vicarious agent of AffiliCon in this respect.
(3) If a delivery is not possible due to structural particularities at the delivery address or if the Customer cannot be reached at the delivery address provided by him, despite having been given appropriate notice of the delivery time, the Customer must bear the costs of the unsuccessful delivery. In the event of three unsuccessful delivery attempts, AffiliCon shall have the right to withdraw from the contract.
(4) The Customer shall only be obliged to collect the goods himself if self-collection was expressly offered in the Online Order Process for the respective Product and was selected by the Customer.
(5) The Customer must immediately report a defect to the physically delivered Products to AffiliCon.
(1) The Customer’s warranty rights shall comply with the general statutory provisions unless anything to the contrary is specified in the following.
(2) The limitation period for the Customer’s warranty claims amounts to 2 years for newly manufactured goods and 1 year for used goods if he is a consumer. The limitation period for entrepreneurs amounts to 1 year for both new and used goods.
(3) The above reduction of the limitation periods shall not apply for compensation claims from the Customer due to an injury to life, limb or health as well as for compensation claims due to a breach of an essential contractual obligation. Essential contractual obligations are those whose fulfilment is necessary to achieve the aim of the contract, e.g. AffiliCon must provide the item to the Customer free of defects of title. The above reduction of the limitation periods shall also not apply for compensation claims based on an intentional or grossly negligent breach of duty by the AffiliCon or its legal representatives or vicarious agents. The recourse claims according to Section 478 BGB are also exceptions from the reduced limitation periods with respect to entrepreneurs.
§10 Limitation of liability
(1) AffiliCon rejects any liability for financial or other immaterial damages in connection with the concluded or intended contract unless the bodies of AffiliCon and/or their vicarious agents have caused such damages with intention or gross negligence. The above liability limitation shall not apply for damages resulting from a breach of essential contractual obligations (cardinalobligations).
(2) AffiliCon cannot be held liable for technical transmission delays or failures unless AffiliCon has caused such transmission delays or failures in an intentional or grossly negligent manner.
(3) AffiliCon shall not accept any liability for the disruption-free availability of the system, nor for system-related failures, interruptions and/or faults to the technical equipment if these lie outside of the control of AffiliCon. In particular, AffiliCon shall not be liable for faults in the quality of access to the AffiliCon service due to force majeure or events which were not the responsibility of AffiliCon, in particular the failure of communication networks and gateways. AffiliCon shall not generally be liable for insignificant disruptions to the service.
§11 Data protection
(1) AffiliCon complies with the applicable data protection laws and collects, processes, stores and uses personal data belonging to the Customer solely in accordance with the provisions of the AffiliCon data protection statement.
(2) AffiliCon shall only pass on the Customer’s personal data to providers only insofar this is necessary for one of the following reasons:
(i) to facilitate the delivery or provision of the Product by the provider;
(ii) for the Provider to supply technical and/or other support to the Customer, or
(iii) if the Customer has expressly consented to receiving the provider’s newsletter.
§12 Termination of a contract for recurring services
If the object of the contract is recurring services (e.g. subscriptions) for which remuneration must be repeatedly paid at set intervals, the Customer may terminate the contract at any time through a declaration in writing (e.g. email, fax) with effect from the end of the respective billing period. Fees which have already been paid shall only be reimbursed if this involves fees for future billing periods. Following receipt of the termination, AffiliCon shall not carry out any further debits from the Customer’s account.
§13 Concluding provisions
(1) In the event that individual provisions of these General Terms and Conditions are or become invalid, then this shall not affect the validity of the remaining provisions of this agreement, subject to Section 305 et seqq. In the event of the invalidity of individual or several provisions, the statutory regulations shall apply.
(2) The services of AffiliCon shall take place solely on the basis of these General Terms and Conditions and any additional information from the provider. Conflicting terms and conditions of the Customer shall only apply if they are expressly recognized by a director or senior executive of AffiliCon. Tacit recognition of Terms and Conditions belonging to the Customer is excluded.
(3) For these General Terms and Conditions and all legal relationships between the Customer and AffiliCon, the substantive law of the Federal Republic of Germany shall apply, excluding the UN law of sale.
(4) The place of jurisdiction for all disputes resulting from and/or in connection with these General Terms and Conditions governing the contractual relationship between AffiliCon and the Customer is Cologne if the Customer is a businessman, a legal entity under public law or a special fund under public law.
Cologne, May 2018
Your right to cancel: a brief summary of the most important (English Version)
You can cancel your order within 14 days.
Voluntary return guarantee: Many of our product suppliers also give their products a longer return period. Of course we take this into account in the case of a cancellation.
Please do not arrange a charge back at your bank. Because this causes unnecessary costs for you and for us.
Returning the goods: Please always send returns directly to the product provider.
Instructions on cancellation
Right to cancel
The cancellation period will expire after 14 days from the day on which you, or a third party other than the carrier nominated by you acquires, physical possession of the last good.
To exercise the right to cancel, you must inform us (AffiliCon GmbH, Hohenzollernring 5, 50672 Köln, Deutschland, firstname.lastname@example.org, Phone: +49 221 985 935 - 0, Fax: +49 221 985935-199) of your decision to cancel this contract by a clear statement (e.g. a letter sent by post, fax or e-mail). You may use the attached model cancellation form, but it is not obligatory.
To meet the cancellation deadline, it is sufficient for you to send your communication concerning your exercise of the right of cancel before the cancellation period has expired.
Effects of cancellation
If you cancel this contract, we will reimburse to you all payments received from you, including the costs of delivery (except for the supplementary costs arising if you chose a type of delivery other than delivery other than the least expensive type of standard delivery offered by us), without undue delay and in any event not later than 14 days from the day on which we are informed about your decision to withdraw from this contract.
We will make the reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of such reimbursement. We may withhold reimbursement until we have received the goods back or you have supplied evidence of having sent back the goods, whichever is the earliest.
You shall send back the goods or hand them over to us, without undue delay and in any event not later than 14 days from the day on which you communicate your cancellation from this contract to us. The deadline is met if you send back the goods before the period of 14 days has expired. You will have to bear the direct cost of returning the goods. You are only liable for any diminished value of the goods resulting from the handling other than what is necessary to establish the nature, characteristics and functioning of the goods.
Model cancellation form
(If you want to cancel the contract, please fill out the form below and send it back to us.)
— To AffiliCon GmbH, Hohenzollernring 5, 50672 Köln, Deutschland,
— I / We(*) hereby give notice that I /We(*) cancel my/our (*) contract of sale
of the following goods (*)/for the supply of the following service(*)
— Ordered on (*) / received on (*)
— Name of consumer(s)
— Address of consumer(s)
— Signature of consumer(s) (only if this for is notified on paper)
(*) Delete as appropriate
Product & marketing policy
AffiliCon GmbH is operating a distribution platform including an online order process, through which Manufacturers and Vendors (subsequently called „vendors“) of products and services are enabled to make their products and services available for a huge audience in the internet. For this purpose the vendor has to create a personal account in the AffiliCon system and describe his product(s).
The vendors on the other hand run their own websites or online portals, through which they offer their products and services to the potential customers.
AffiliCon GmbH allows you as a vendor the sale of your products through the platform of AffiliCon only, if you observe and abide by the following rules:
Please make sure that your web pages are available to our product screening as well as your customers without any long loading times.
Please make also sure that the prices which are displayed to the customers on your sales page are identical to the prices entered into the AffiliCon System. In case of differences your product may be declined or deactivated by our product screening.
You need a comprehensive and legally compliant "legal information" page on your website which is available through a visible link on your sales pages as well as your "thank you" pages (the page displayed to your customers when they have successfully purchased your product or services).
Please note that we need access to your product, to be able to screen it. Without access in most cases, we will not be able to approve your product for the sale through our order forms.
Please have a functioning sales page equipped with a "purchase"-button correctly linking to the order form of AffiliCon. (the respective link to the order form will be displayed in the product list of the MY-area).
Please display a reference along the lines of: „The charge to your payment method will be executed by AffiliCon GmbH“ on your "thank you"- and download page. This is also in your own interest, since it reduces the rate of chargebacks for payments made by direct debit, credit card or PayPal.
We can not accept or allow links on your sales or "thank you" pages leading to other payment providers or market places like AffiliCon. The reason for that is our obligation towards our Affiliates, whose efforts would not be tracked if the purchase is executed by another payment provider. So as a result they would not receive their fair share of the transaction despite their investment leading to the successful transaction.
In case of Upsells: Please make sure that the customer is informed through the shopping basket- or purchase-button on your Upsell-sales page about the correct price of the Upsell-product and if it is a subscription or not. This information may not be "hidden" in a video, but has to be visible immediately.
Please note that we reserve the right to decline any products in connection with pornography, the display or glorification of violence, dubious money making systems (e.g. Ponzi schemes) as well as other illegal or from our perspective unethical or dubious products. As a rule of thumb your product must in principle be capable of realistically fulfilling the expectations of the customers that have been raised by your sales pages.
In your own interest, you should absolutely avoid any wording that is in conflict with German and other countries' competition regulations, such as ("The No. 1 product...") claims or inadmissible health claims (example: "Get rid of 10 pounds in 10 days guaranteed" or "Vitamin C - for the reduction of colds") on your sales pages, but above all especially in the product description appearing on the order form. Even though our screening team can support you here with its experience in this area, it is worthwhile having the advertising statements checked by a lawyer specialised in competition law and law of unfair commercial practices, because even the first step towards a lawsuit (a so called "Abmahnung", which is kind of the German equivalent of a "cease and desist" letter) is usually expensive, time-consuming and unpleasant and not worth the trouble.
To ensure compliance with these requirements, all products are checked by our support as part of a "product screening". If the above preconditions are met by your product, you can usually expect a quick approval. If your product should be declined in the screening process, you will of course be given the opportunity to remedy the issue.
Should you have any additional questions, please contact our client support.
Cologne, July 2018