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Terms & Conditions

QUIRK AFFILIATE PROGRAMME

This Agreement is made on the day of signup and is between Quirk eMarketing (BrandsEye) and the Affiliate.

1. Quirk eMarketing (Pty) Ltd., Company No 2006/012817/07, a company incorporated in and according to the law of South Africa whose registered office is at Buchanan Square, 3rd floor, Armoury Building, Woodstock, Cape Town, 8000 (hereinafter referred to as "Quirk)"; and "You".

WHEREAS

1. Quirk has developed and operates an affiliate marketing service (the "Service"), which allows You to earn money by placing a link on Your website to one or several websites, connected to BrandsEye. Quirk's Online Reputation Management Software ("BrandsEye").
2. Before You may begin using the Service or earning money, you must accept the terms and conditions set out in this Agreement.

Now therefore, You hereto agree to the following binding terms of the Agreement.

1. Definitions
   
   1. The following terms when used in this Agreement shall have the following meanings:
      
      
      1. "Affiliate" - You shall be considered an Affiliate for the purposes of this Agreement once you have been accepted as such by Quirk in terms of clause 2 below.
      2. "Affiliate Program" - is a program owned and operated by Quirk for a company on the BrandsEye website (www.BrandsEye.com) to which You can register as an Affiliate, subject to the terms and conditions of this Agreement.
      3. "Artificial Traffic" - is a collective term for invalid Clicks, Leads and Transactions, which may originate (for example and without limitation) from automatic openings, spiders, robots, requests in e-mail or chat rooms, script generators, placing links on other websites than informed and Clicks which are not generated by a browser, Clicks which are not preceded by an active act of a Visitor who wants to reach a certain website.
      4. "Click" - means a click by a Visitor on a link on the Affiliate's website serving a Linked Website to the Visitor's browser.
      5. "Lead" - means a Visitor who is connected to a Linked Website by the Affiliate and who has completed a definite act at the Linked Website, for example the registration of a user.
      6. "Linked Website" - means a Website to which the Affiliate has placed a link on his website and which is connected to an Affiliate Program registered with BrandsEye.
      7. "Traffic" - is a collective term for valid Clicks, Leads and Transactions/Sales.
      8. "Transaction/Sale" - means a Visitor who is connected to a Linked Website by the Affiliate and who has completed an agreement to buy a product, service or anything else supplied on the Linked Website.
      9. "Visitor" - means any person who clicks on a link placed on the Affiliate's website and thereby is connected to a Linked Website.
         
         
   2. Clause headings do not affect the interpretation of this Agreement.
   3. A person includes a corporate or unincorporated body.
   4. Words in the singular include the plural and in the plural include the singular.
   5. A reference to one gender includes a reference to the other gender.
   6. A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension or re-enactment and includes any subordinate legislation for the time being in force made underit.
      
      
2. Registration
   
   1. In order to use the Service:
      
      
      1. You must accept the conditions of this Agreement and become authorised by Quirk as an "Affiliate". Please read this Agreement carefully. By clicking on the "Register" button You accept the conditions of this Agreement. You are not allowed to use the Service if You do not accept the provisions of this Agreement.
      2. You must first be accepted by Quirk and the company to whose Affiliate Program You would like to be registered before you can become an Affiliate. You will be informed through the BrandsEye website (www.BrandsEye.com/Affiliate) when You have been accepted as an Affiliate.
         
         
3. The Service
   
   1. The Affiliate is allowed to place links on his website to websites which have an Affiliate Program registered with BrandsEye.
   2. The Affiliate is allowed to place links in emails to websites which have an Affiliate Program registered at BrandsEye.
   3. Any Affiliate Program may be amended or terminated at any time. Information about the Affiliate Programs will be available on the BrandsEye website, www.BrandsEye.com/Affiliate. The Affiliate must keep himself informed of any amendments of Affiliate Programs, in particular if a registered website has terminated its Affiliate Program or changed the conditions for remuneration to Affiliates. The Affiliate must comply with the requirements of the Affiliate Program including in particular any stipulations as to the nature and content of the Affiliate's web site and the use of third party or other Affiliates trade marks or logos.
   4. Quirk reserves the right to modify, amend, change or terminate the Service, this Agreement or any other element relating to BrandsEye. The Affiliate will be notified of all such changes by e-mail or by an announcement on BrandsEye's website. If the Affiliate does not accept the changes the Affiliate must immediately cease to use the Service and delete all links to Linked Websites.
      
      
4. Obligations of the Affiliate
   
   1. The Affiliate is solely responsible for his website and its contents and shall ensure that they conform at all times to all applicable laws and regulations.
   2. If the Affiliate is a natural person he must be at least 18 years of age. If the Affiliate has not reached the age of 18 a parent must give his consent to the registration to the Service and the registration of an Affiliate below the age of 18 without parental consent will be ineffective.
   3. The Affiliate warrants that the information furnished to Quirk about himself and his website is correct, complete and sent in due order and that the information corresponds to actual facts. The Affiliate must notify Quirk immediately of any changes in the information by updating the information about him on the BrandsEye website. If the Affiliate is a limited company, it must provide Quirk with the Affiliate's full registered name and trading name (where applicable), company registration number, registered office, trading address if different and VAT number if registered.
   4. The Affiliate warrants either that the rights (including but not limited to intellectual property rights) to all information and productions on the Affiliate's website belong to the Affiliate or that the owner of the rights to the information and productions on the Affiliate's website has given his explicit permission to their publication there. The Affiliate also warrants that the information and productions on the Affiliate's website do not infringe any rights of third parties, including any copyright, trade marks, moral rights, patents, designs or other intellectual property rights, and that such information and productions are not offensive, prohibited or questionable in any way.
   5. The Affiliate must not in any way generate or contribute to generating Artificial Traffic to Linked Websites.
   6. The Affiliate must notify Quirk immediately of any known or suspected improper or wrongful use of the Affiliate's links to the BrandsEye website and/or an Affiliate Program or of the Service in any way whatsoever.
   7. The Affiliate will not make any statements that violate any part of this Agreement or are in any way detrimental to BrandsEye or the business of Quirk, whether in print, spoken word or on your website.
   8. As an Affiliate, you are responsible for maintaining the confidentiality of your registration number and password. You are also responsible for restricting access to your computer to prevent unauthorised access to your account. You agree to accept responsibility for any actions that occur under your account, registration number or password.
      
      
5. Obligations of Quirk
   
   1. Quirk undertakes to monitor and register the Traffic generated by the Affiliate's website to Linked Websites, in accordance with the Service.
   2. Quirk will collect and pay to the Affiliate all amounts due to him arising from this Agreement.
      
      
6. Remuneration
   
   1. The conditions of remuneration for each Affiliate Program are published on the BrandsEye website and shall apply at all times. The Affiliate therefore agrees to "self-billing", which means that Quirk will create the invoice on behalf of the Affiliate. VAT and any other taxes (if applicable) are added to the remuneration shown on the BrandsEye website.
   2. Subject to clause 6c, payment of accumulated remuneration to the Affiliate shall be made monthly in arrears provided that the Affiliate has generated valid Traffic.
   3. Commission owing to an Affiliate will be calculated at the end of each calendar month by Quirk. Payments will be made to the affiliate within 15 (fifteen) days after the last day of the calendar month during which sales were made into a banking account appointed by the Affiliate for this purpose. Should commission earned for any given month not exceed the sum of R1000 (or $100 - which ever is lower is applicable), it will be carried over to the next month or until the total commission payable exceeds this amount. Accumulated amounts do not accrue any interest.
   4. Quirk will provide the member with a statement setting out sales made and the total commission earned for any given month. All information contained in a statement will be deemed to be correct unless written objection is received from the member within 14 (fourteen) days of the date of such statement. Members will also be able to access reports via the BrandsEye affiliate website through their unique Affiliate registration number.
   5. Nothing in this Agreement shall create or be deemed to create, a partnership, joint venture, franchise, relationship of principal and agent or relationship of employer and employee between Quirk and the Affiliate. You will have no authority to make or accept offers or representations on Quirk's behalf in respect of BrandsEye or otherwise.
   6. Payment to the Affiliate will be made direct to the Affiliate's PayPal account. The Affiliate must specify on the BrandsEye website details of his PayPal account.
   7. The Affiliate is responsible for the payment of all tax and national insurance payable on any payments made to him by Quirk.
   8. Notwithstanding the aforesaid, Quirk shall be entitled to withhold payment of any remuneration to an Affiliate to the extent that and for so long as the Affiliate is in breach of any of the terms of this Agreement.
      
      
7. Limits on Quirk's Liability
   
   1. Quirk cannot guarantee or warrant any element of the Service or the links to any linked websites.
   2. Quirk shall not be liable for costs and damages incurred by the Affiliate arising out of this Agreement unless caused directly by fraudulent or reckless conduct by Quirk in providing the Service. Quirk shall not in any circumstances be liable for indirect or consequential damages and costs incurred by the Affiliate for any reason whatsoever.
   3. Quirk will not be liable for defects in the Service, interruptions in the accessibility to the Service, infringements on data or loss of data on the information handling system, defects in the security system or viruses or other harmful software components in the or for any damage caused by viruses or components to the Service, the Affiliate's software and/or the Affiliate's website. Quirk shall not be liable for any error in the implementation of the links on the Affiliate's website or for the specified function of the links.
   4. Quirk shall not be liable if companies, which have registered Affiliate Programs with BrandsEye, do not fulfill their obligations according to their Affiliate Programs and Quirk shall not be liable in any way for any agreements made directly between the Affiliate and such companies.
      
      
8. Term and Termination
   
   1. This Agreement shall come into force upon Your acceptance of the terms and conditions hereof and shall remain in effect until terminated.
   2. The Affiliate is entitled to terminate this Agreement with immediate effect at any time. The Affiliate must cease to use the service immediately upon the termination of this Agreement and delete all links to Linked Websites.
   3. Quirk is entitled to terminate this Agreement and/or suspend the Affiliate from receiving any benefit of the Service, in whole or in part, or from a certain company's Affiliate Program if:
      1. Quirk considers the Affiliate or the content of his website inappropriate in any way.
      2. Quirk is requested to do so, for any reason, by a company to whose Affiliate Program the Affiliate is registered.
      3. The Affiliate acts fraudulently or illegally in any way or the Affiliate generates or tries to generate Artificial Traffic to Linked Websites or the Affiliate in any other way breaches any of the provisions of this Agreement.
      4. The Affiliate has not in Quirk's opinion generated any significant Traffic for a period of three (3) months.
   4. Upon suspension of the Affiliate from a particular company's Affiliate Program, the Affiliate shall immediately delete all links to that particular company's website.
   5. Upon termination of this Agreement, Quirk shall inform the Affiliate immediately through the BrandsEye website and the Affiliate shall immediately cease to use the service and delete all links to Linked Websites.
   6. This Agreement expires immediately on termination and no remuneration will be paid to the Affiliate for the Affiliate Program or Programs in question.
      
      
9. Indemnity
   The Affiliate shall keep Quirk indemnified against any liability, claims, losses and expenses that are suffered or incurred by Quirk arising from this Agreement, the Affiliate's use of the Service, the contents of the Affiliate's website or any incorrect information given to Quirk by the Affiliate. The Affiliate shall also compensate Quirk for any other damages, losses or costs caused by the Affiliate's improper, negligent or unauthorised use of the Service and technical problems or loss of data caused by the Affiliate on the BrandsEye website or on any website to which the Affiliate is linked by Quirk.
   
   
10. Assignment of the Agreement
    The Affiliate may not assign or pledge his rights or obligations under this Agreement in whole or in part to any third party without the prior written consent of Quirk. The Affiliate agrees that Quirk may assign its rights and obligations under this Agreement and divulge or transfer information about the Affiliate's website, e-mail, etc to any third party.
    
    
11. Consent
    The Affiliate consents to the publication of the Affiliate's name and web address, etc on the BrandsEye website and to Quirk sending newsletters and other informative material to the Affiliate's e-mail address and using the information given by the Affiliate for marketing purposes.
    
    
12. Severability
    If any provision of this Agreement or part thereof should to any extent be or become invalid or unenforceable, the parties shall agree upon any necessary amendment of the Agreement in order to achieve the interests and objectives of the parties prevailing at the time of execution of the Agreement.
    
    
13. Intellectual Property Rights
    Quirk owns all copyrights, trademarks, intellectual property rights, know-how or any other rights connected to the service or software necessary for the service. The Affiliate does not acquire any rights or licences whatsoever under this Agreement other than to use links to Linked Websites on the terms of this Agreement.
    
    
14. Waiver
    
    1. Any waiver by Quirk of any right under this Agreement is only effective if it is explicitly published for the Affiliate's attention on the BrandsEye website and shall apply only in the circumstances for which it is given, and shall not prevent Quirk from subsequently relying on the provision it has waived.
    2. Except as expressly stated, no failure by Quirk to exercise or delay in exercising any right or remedy provided under this Agreement or by law constitutes a waiver of such right or remedy or shall prevent any future exercise in whole or in part thereof.
       
       
15. Applicable Law
    
    1. Quirk shall not be liable for the legality of the Service in countries other than South Africa. The Affiliate is solely responsible for the legality of the use of the service if the Affiliate is registered to the Service from a country other than South Africa or if the Affiliate's website is on a server in a country other than South Africa.
    2. The validity, construction and performance of these terms and conditions will be governed by the laws of South Africa.

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