1.1 You (the "Affiliate") are permitted by "Gazoop" (a registered trademark and trading name of Phone Support Ltd) to participate, access and use the Gazoop Affiliate Program located at Gazoop.com and its various domains and subdomains, as long as you agree to abide by these Terms & Conditions:
1.2. You agree to assume full responsibility for your decision to use Gazoop's affiliated services. The Company offers the Gazoop service as is and disclaims any implied warranties including warranties for merchantability, fitness for a particular purpose, and non-infringement.
1.3. You agree that in no event will Gazoop be liable to you for any special, incidental or consequential damages.
1.4. It is expressly understood that Gazoop and the Affiliate are, in all respects, independent parties to a agreement. This agreement does not create a relationship of principal and agent and neither party is to be construed as the legal representative of the other. Nothing contained in this agreement shall be construed to create a relationship of employer or employee, partnership, or joint venture, fiduciary or similar relationship between Gazoop and the Affiliate, for any reason whatsoever. Consistent with the parties status as independent contracting parties:
1.4.1 The Affiliate is not authorized to make any promise, warranty or representation on behalf of Gazoop for any purpose.
1.4.2 The Affiliate shall not represent to any person that you are the agent of Gazoop, nor fail to correct any misunderstanding as to such status.
1.4.3 The Affiliate will not have the power or authority to, and agree that you will not, obligate or attempt to obligate Gazoop in any manner whatsoever.
1.4.4 The Affiliate will be solely responsible for reporting or paying any federal or provincial/state income taxes on your earnings (including any earnings stemming from or related to this agreement).
1.4.5 The Affiliate will be solely responsible for withholding, paying and/or reporting federal or state income taxes, state unemployment insurance taxes, state disability insurance taxes, or any other taxes directly associated with the compensation you pay to your employees, contractors or agents.
1.5. The Affiliate is responsible with obtaining all relevant licenses and permits associated with the legal operation of the Affiliates enterprise. Furthermore, the Affiliate agrees to indemnify and hold Gazoop harmless for any damages or costs incurred as a result of your violation of any law, regardless of whether they are actual, incidental, consequential, or punitive.
1.6. If the Affiliate promotes products listed by Gazoop, then:
1.6.1 The Affiliate agrees to make no such promotions that suggest or imply any warranty or other policy that might conflict with Gazoops return and cancellation policy.
1.6.2 The Affiliate agrees to make no such promotions that involve unlicensed or unauthorized use of materials protected by copyright, trademark or other intellectual property laws.
1.6.3 The Affiliate agrees that they will not engage in activities that interfere with our tracking of commissions, or with the normal flow of traffic from affiliates.
1.6.4 The Affiliate agrees that all such promotions will not be false or misleading and will be fully compliant with UK laws, including UK laws regarding network abuse, unsolicited messaging, UK policies and guidelines governing advertising, disclosure and consumer protection. All such promotions must contain all disclosures necessary to prevent them from being false or misleading in a clear and conspicuous manner.
1.6.5 The Affiliate agrees to make no such promotions promising customers rebates, coupons, tickets, or vouchers in connection with their purchase with Gazoop, unless with Gazoop's authorization or by using an affiliate dedicated voucher code.
1.6.6 The Affiliate agrees that they are subject to the Gazoop Affiliate Review Program which may be revised at any time and without advance notice to the Affiliate.
1.6.7 The Affiliate agrees that their affiliate performance will be subject to constant review and evaluation. The Affiliate agrees that Gazoop, in its sole discretion, may increase the amount of purchase funds kept in their account, demand changes to product promotion and delivery pages, customer support or other items related.
1.6.8 The Affiliate agrees to provide Gazoop with an active and working email address related to your account and to respond within 24 hours to any email communication from Gazoop to the Affiliate.
1.7. If the Affiliate intends to send (or cause to be sent) messages by electronic means (including but not limited to email, instant messages, SMS, or Push Notifications) in connection with the direct or indirect promotion of Gazoop's products, then the Affiliate represents and warrants the following:
1.7.1 No such message will be sent to any individual who has not explicitly requested to receive such messages specifically from the Affiliate.
1.7.2 No such message will be sent to any individual who has explicitly requested to receive no further messages from the Affiliate.
1.7.3 All such messages will be in full compliance with UK laws and regulations governing commercial electronic mail, electronic messaging, and advertising.
1.7.4 No such message will include any false or misleading information regarding your identity, or the intent, subject, or origin of the message.
1.7.5 All such messages will include accurate information regarding your identity, and the intent, subject, and origin of the message.
1.7.6 No such message will include any incomplete, invalid, misleading, fake, or forged message headers.
1.7.7 All such messages will include complete, valid, and accurate message headers indicating the origin of the message.
1.7.8 No such message will be delivered in conjunction with the use of mousetraps, such as windows that reappear, spawn new windows or otherwise resist being closed.
1.7.9 No such message will be delivered via means that exploit documented or undocumented security holes on any client or server machine.
1.7.10 All such messages by email will include clear, valid, and conspicuously displayed From, Subject, Removal or Opt-Out information, and a functioning return address (or hyperlink) that 1) enables the receiver to submit a request to receive no further messages from the Affiliate; and 2) remains capable of receiving such requests for no less than 30 days from the date the message was sent.
1.7.11 No such message will be sent to an address that was obtained via 1) automated means from an Internet web site or proprietary online service operated by another party; 2) generation of possible addresses by combining names, letters, or numbers into numerous permutations; or 3) spyware, viruses, or other means of bypassing system security or invading consumer privacy.
1.7.12 No such message will be sent from (or made to appear that it was sent from) an address that was obtained via the use scripts or other automated means to register for multiple electronic mail accounts or online user accounts from which to transmit unsolicited or misleading email messages.
1.7.13 No such message will be sent, relayed, or transmitted by a protected computer or network that was accessed without authorization.
1.7.14 No such message will include any fraudulent, deceptive, false or misleading information.
1.8. You understand that Gazoop, in its sole discretion, may suspend your account(s) or hold any or all funds in your Phone Support Ltd affiliate account if Gazoop has reason to believe that you have been involved with any of the following conduct that is related in any manner to Gazoop or its customers:
1.8.1 engaging in illegal activity, including but not limited to, consumer fraud, bank fraud, credit card fraud, spamming or other illicit commercial activities;
1.8.2 infringing intellectual property rights of Phone Support Ltd, its related companies, affiliates, publishers, customers or other related parties;
1.8.3 misrepresenting, over-promising or other acts in violation of federal or state law affecting consumer protection and commercial activities; or
1.8.4 otherwise violating Phone Support Ltd rules, policies, or terms and conditions.
1.9. The Affiliate agrees and understands that Gazoop's right to take any of the above actions does not constitute a right or obligation to take them for the benefit of any third parties, including the Affiliate.
1.10. Following the suspension of an account or holding of funds per Section 1.8 above, Gazoop will review conduct that appears to violate this agreement. This review will be conducted in a manner decided by Gazoop. You agree to cooperate with this review. If the review concludes that there is a reasonable basis to believe actionable misconduct has occurred, Gazoop may seize funds in your Phone Support Ltd account as liquidated damages and/or for the benefit of third parties affected by the misconduct. Gazoop may also pursue other remedies as allowed by law.
1.11. You understand that Gazoop may also temporarily hold any portion of the funds in your Phone Support Ltd account if we determine such action is needed to secure the payment and performance of all liabilities, obligations, and indebtedness the Affiliate may incur with Gazoop.
1.12. You understand that Gazoop may freely assign or otherwise transfer any or all of the rights and obligations described under this Agreement without the Affiliates consent and without notice to the Affiliate.
1.13. You understand that Gazoop reserves the right to modify the Agreement at any time.
2.1. This Agreement shall commence on the date signed. Affiliate right to use the Affiliation Material shall continue in effect until Gazoop provides Affiliate with written notice of termination of such right, even after cease of agreement. Affiliate's obligations with respect to the affiliation material hereunder shall continue in full force and effect until further notice from Gazoop.
3.1. The obligations under this contract shall not be affected by bankruptcy, receivership, assignment, attachment or seizure procedures, whether initiated by or against Affiliate, nor by the rejection of any agreement between Gazoop and Affiliate, by a trustee of Affiliate in bankruptcy, or by the Affiliate as a debtor-in-possession or the equivalent of any of the foregoing under local law. However, this agreement shall not be construed to limit disclosure where it is required by legal process.
3.2. This Agreement shall be governed by the laws of the United Kingdom, without regard to the principles of the conflict of laws thereof. Any claim arising out of or in connection with this Agreement shall be brought in the County Courts of Kingston Upon Thames, and the parties hereby consent to the existing venue and jurisdiction of such courts.
4.1. The Parties intend that this Agreement shall not be superseded or terminated in any way by, and shall survive, the consummation or termination of any subsequent transaction, agreement or business relationship between Receiving Party and any third party.
5.1. Relationships: Nothing contained in this Agreement shall be deemed to make Affiliate a partner or joint venture of Gazoop for any purpose.
5.2. Severability: If a court finds any provision of this Agreement invalid or unenforceable, the remainder of this Agreement shall be interpreted so as best to effect the intent of Gazoop and Affiliate.
5.3. Integration: This Agreement expresses the complete understanding of the parties with respect to the subject matter (the affiliation program) and supersedes all prior proposals, agreements, representations and understandings to do with this. This Agreement may not be amended except in a writing signed by both Gazoop and Affiliate.
5.4. T&C's: This agreement is to supplement the general Gazoop Terms and Conditions and Privacy Policies agreed to when creating an account.
5.5. Waiver: The failure to exercise any right provided in this Agreement shall not be a waiver of prior or subsequent rights.
Document Last Updated: 5th July 2017