PRIVATE MEMBERSHIP AGREEMENT TO THE AFFILIATE PROGRAM:
The parties to this agreement are Hipoteses Serenas, Lda./WMarrison, headquartered in
Av.Santana Nº39 4910-225 – Moledo, Portugal, hereinafter referred to simply,
WMarrison and, on the other, the AFFILIATE, Individual or Legal Entity, hereinafter
simply designated AFFILIATE.
WHEREAS:
I. Hipóteses Serenas, Lda is the owner of an Internet domain located in
address www.wmarrison.com, where watchmaking products are sold;
II. The AFFILIATE wishes to make links to the WMarrison Website available on its social networks
and, therefore, participate in the Affiliate Program, the content of which was previously
submitted for your analysis and approval;
The parties identified and qualified above decide to sign this agreement, which is
will be governed by the following clauses and conditions:
1. OBJECTIVE OF THE PROGRAM
1.1. The objective of the program is to use coupons for the WMarrison website,
thus providing the AFFILIATE with commission for sales
effectively carried out through the link, observing the Partnership Policies
in force at WMarrison, of which the AFFILIATE is fully aware.
2. REGISTRATION IN THE PROGRAM:
2.1. The AFFILIATE declares that he has read and agrees with all the terms and conditions set out
in this contract.
2.2. To participate in the Program, the AFFILIATE must correctly fill out the
WMarrison website itself, the information requested in the Registration form.
2.3. From Registration, WMarrison will verify social networks
registered by the AFFILIATE.
2.3.1. WMarrison reserves the right not to approve the AFFILIATE's registration or
exclude you from the program in the event of disclosure of any material, image or
content that does not comply with its Partnership Policies.
2.3.1.1. Incomplete pages will not be approved and registration will be cancelled.
that the AFFILIATE must re-register in the Program to be approved.
2.3.2. If the AFFILIATE is approved by WMarrison, it will forward to the AFFILIATE
an email with the coupon details that will allow the AFFILIATE to use when purchasing
of the products.
2.3.3 The use of WMarrison materials by the AFFILIATE must be strictly
in line with the WMarrison Website Policies, which the AFFILIATE hereby declares
to know.
2.4. The AFFILIATE is responsible for permanently updating their registration data
in the WMarrison Affiliate Program
3. ACCESSES, PRODUCT SALES:
3.1. Access by users of the AFFILIATE's website to the WMarrison website will not result in
any consideration between the parties, except if this access results in the celebration
purchase and sale operation, at which point the AFFILIATE will be entitled to the commission in the
percentages and conditions provided for in this instrument.
3.2. All sales made by consumers using the
AFFILIATE will be processed exclusively by WMarrison, which is responsible
for the registration of the sale, for the registration of the buyer, for the collection and receipt of the
price, service delivery and the entire after-sales relationship.
3.2.1. With regard to the provisions of the item above, all visitors from the AFFILIATE
who enter into the purchase of any service with WMarrison or simply
register on the WMarrison website will become part of the WMarrison customer database
WMarrison.
3.3. The AFFILIATE is responsible for updating the offer on their social networks and
customers, being equally responsible for offers that do not comply with the
promotions, values of products and services or sales conditions practiced by the
WMarrison, and must therefore bear the burden arising from disagreements.
4. COMMISSIONS DUE TO THE AFFILIATE:
4.1. The AFFILIATE will receive a 20% commission on the net sales value of the
products purchased by the visitor directed by the AFFILIATE coupon to the website
WMarrison.
4.1.1. The value of commissions due to the AFFILIATE will vary according to the category of
products sold and discount campaigns in force, not being counted
Stock Off or promotional products.
4.1.2. The commission will be levied on the net value of the sale, i.e., it will not be levied on
any taxes (VAT, for example), taxes (IRS and others) and shipping costs,
which will be deducted from the sale value, for the purpose of applying the percentage of
commission.
4.1.3 Commissions will only be considered due between the 15th of each month. To the
sales made and eventually canceled by the consumer, for any reason, do not
will be considered for remuneration purposes or will have their value deducted, if already
pays the commission to the AFFILIATE.
4.2. Commissions due will be calculated taking into account sales
carried out and paid between the 15th of each month, that is, for example, January 15th to the 15th
of February.
4.3. Commissions due to AFFILIATE WMarrison, resulting from completed sales
and paid, will be paid through the AFFILIATE's bank account or MBWAY, issued by
WMarrison.
4.3.1. All commissions due to AFFILIATE WMarrison will be paid on the 25th of
each month subsequent to that in which sales were confirmed and paid by
WMarrison. Payment will be made by bank transfer to the account
bank provided by the AFFILIATE or by MBWAY. The AFFILIATE is responsible for
ensure your bank account details are correct and up to date. A
WMarrison is not responsible for any delays or failures in payment
due to incorrect banking/telephone information provided by the AFFILIATE.
5. EXCLUSION OF THE AFFILIATE FROM THE PROGRAM
5.1. WMarrison reserves the right, at any time, to terminate the Program
of WMarrison Affiliates, a fact that will be communicated to the AFFILIATE with at least
five days in advance, respecting the AFFILIATE's right to commissions
resulting from sales completed and paid during the term of the Program.
5.2. Without prejudice to the provisions above, WMarrison reserves the right, at any
moment, and without the need for prior notification, completely exclude
right, the AFFILIATE of the Program in the following cases:
a) In case of misuse by the AFFILIATE of the name, brand, images, texts,
pages, even partially, of the WMarrison website, without such use having been
expressly authorized, or even if authorized, if it does not comply with the limits
authorization granted under the WMarrison Affiliate Program.
b) If the AFFILIATE uses WMarrison's email marketing campaigns to
dissemination and/or forwarding of messages between its users and visitors.
c) In the event that the AFFILIATE uses WMarrison's URLs and/or domains for registration
on search engines, research, portals, product and price comparisons, communities
on the internet, among others.
d) In the event that the AFFILIATE uses the AFFILIATE code for links, URLs, on pages
and images not registered and authorized in the WMarrison Affiliate Program.
e) In the event that the AFFILIATE violates any of the Program and website policies
WMarrison.
f) In the event that the AFFILIATE discloses any type of discount coupon, gift certificate
or benefit from another WMarrison Partner, without prior authorization from the
Affiliates.
5.2.1. The above hypotheses will constitute very serious infractions that will result, not
only the immediate exclusion from the AFFILIATE program as well as the retention of
commissions that may be due and the incidence of a non-compensatory fine, without
prejudice to WMarrison's right to take legal action for compensation for losses and
damages and possible loss of profits.
5.2.1.1. In the event of exclusion for the reason described in letter "g" above, the
AFFILIATE prohibited from re-registering in the Program for a period of 1 (one) year,
from the date of exclusion, being subject to new exclusion from the program without prior
justification and retention of any commissions due.
5.2.2. In cases of exclusion of the AFFILIATE in the above cases, the AFFILIATE must
immediately cease promotion of WMarrison products and remove all
links and related promotional materials.
6. WMARRISON PROGRAM AND WEBSITE POLICIES
6.1. Any customer who purchases through the WMarrison Affiliate Program or
registering on the WMarrison website will be considered a WMarrison customer,
being subject to the same policies as WMarrison.
6.2. WMarrison reserves the right to change the rules and procedures of the
purchase transaction at any time, at its sole discretion. The prices of
products, as well as their availability, will be subject to market variations and
of suppliers' and publishers' stocks.
6.2.1. WMarrison may modify any of the terms and conditions contained in this
contract at any time. Such modifications will be communicated to the AFFILIATE
WMarrison for acceptance.
6.2.2. If the WMarrison AFFILIATE disagrees with the proposed modifications or the terms
and conditions of this contract, you may choose to leave the Program, communicating your
decision to WMarrison. If the AFFILIATE does not oppose the changes proposed in the
within 5 (five) days from WMarrison's notification, your silence will be
interpreted as acceptance of the modifications, which will come into force on the date
nominated by WMarrison.
6.3. The disclosure of prices or any other information is strictly prohibited
or WMarrison promotions by the AFFILIATE that have not previously been
approved by WMarrison, subjecting the AFFILIATE to exclusion from the Program and other
sanctions provided for in this contract.
6.4. The Affiliate Program's operational model provides for the creation of network links
AFFILIATE social media for the WMarrison website. If the WMarrison AFFILIATE is
authorized to advertise products sold by WMarrison in its own
page, it is established that the display of products, their characteristics, prices and
Payment terms must exactly match the content of the company's website
WMarrison. The AFFILIATE is responsible to customers and protection bodies
consumer for any discrepancy, bearing fines, convictions and costs that
WMarrison may incur, without prejudice to its immediate exclusion from the Program.
6.5. WMarrison reserves the right to cancel the AFFILIATE's registration in the Program
if it is considered that the AFFILIATE discloses any material, image or content that:
promotes pornography, violence, discrimination, illegal activities or violates rights
copyright or intellectual property. In these cases, WMarrison may, at its discretion,
sole discretion, disable or remove the AFFILIATE's links to the WMarrison website,
and the AFFILIATE will not be entitled to any compensation or refund.
6.6. The AFFILIATE's website policy must not be in disagreement with the current policy
on the WMarrison website.
7. INTELLECTUAL PROPERTY RIGHTS - TRADEMARKS, DOMAIN NAMES,
PATENTS
7.1. All proprietary rights to icons, messages and other images,
as well as the name and brands of WMarrison, belong to WMarrison, being
The AFFILIATE is expressly prohibited from modifying any of the icons, messages or
images contained in materials provided by WMarrison.
7.2. The AFFILIATE may not transform or modify the materials provided by
WMarrison. You undertake not to promote or facilitate any misuse
of the materials, under penalty of incurring civil and criminal liability, in addition to being
immediately excluded from the Program.
7.3. WMarrison may update or change the materials at any time.
7.4. The AFFILIATE may not transfer any rights or obligations provided for in this
contract.
7.5. Upon termination of the Program or exclusion of the AFFILIATE, the AFFILIATE must remove all
the links and materials provided by WMarrison from its social networks.
8. RESPONSIBILITY OF THE PARTIES
8.1. The AFFILIATE is solely responsible for the development, operation and maintenance
of your social networks and for all the content, information, images and messages therein
presented, exempting WMarrison from any and all liability in relation to
to such content.
8.1.1. WMarrison will only be responsible for product indications
eventually made available by WMarrison if and when provided by
WMarrison.
8.2. The AFFILIATE is responsible for ensuring that the insertion of any material does not
violates or infringes on the rights of third parties (including copyrights, trademarks and
other intellectual property and image rights) and for ensuring that the
material posted on your social networks does not contain defamatory or illegal content, or
is contrary to WMarrison Policies.
8.2.1. WMarrison, in turn, assures the AFFILIATE that all Material that comes
to be made available to the AFFILIATE for inclusion on their social networks is their responsibility.
property and holds all rights and authorizations necessary to
safeguard the AFFILIATE's liability and keep him immune from any claim
based on infringement of copyrights, trademarks and any other
intellectual property and image rights.
8.3. Due to the provisions above, the AFFILIATE assumes full responsibility for
effects arising from any allegation of legal or contractual non-compliance
formulated by Internet users or any third party, directly or
indirectly related to the AFFILIATE and/or its contents, exempting the
WMarrison from any liability in connection with such relationships and
allegations.
8.3.1. Any and all complaints, in judicial or extrajudicial proceedings,
filed against WMarrison, alleging violation of any rights of
third parties or infringement of any legal or contractual provision, directly or directly related to
indirectly to the AFFILIATE and/or its contents, will be communicated immediately
to the AFFILIATE. The latter agrees, from now on, to assume the defense of WMarrison in the process
court, committing, from now on, to pay all expenses related to the process,
including legal costs and fees, as well as sentencing funds, as well as
understood, by way of example, those corresponding to losses and damages, profits
losses, compensation, loss or any other amounts that WMarrison
will be ordered to pay.
8.4. To allow proper functioning of operations, the AFFILIATE must
make sure that the "links" between the AFFILIATE's social networks and the WMarrison Website
are properly configured. WMarrison will not be responsible for losses
occurring as a result of poor formatting of links or due to their maintenance,
This being the responsibility of the AFFILIATE.
8.5. WMarrison is responsible for paying commissions, as adjusted
on this instrument.
8.6. In the manner provided for in this instrument, WMarrison is also solely responsible
for the processing of purchases and services purchased through the link with the coupon
AFFILIATE, for the delivery of products within the deadlines and conditions stated on its website,
by the consumption relationship that is established as a result of access made by
users and visitors of the AFFILIATE's social networks, being responsible for any
judicial or administrative demand arising from this consumer relationship, maintaining
the AFFILIATE is immune from any questioning.
8.6.1. Due to the provisions above, any and all complaints, in the procedure
judicial or extrajudicial, presented against the AFFILIATE, alleging violation of
any rights of third parties or infringement of any legal or contractual provision,
related to the consumer relationship established directly with WMarrison,
must be communicated immediately by the AFFILIATE, and WMarrison agrees, provided
already, in assuming the AFFILIATE’s testimonial defense.
8.7. WMarrison will not be responsible for interruptions or errors that occur in the
data transmission via the Internet.
9. TERM OF THE CONTRACT
9.1. This contract comes into force on the date of its signature by the Parties and
will be in force for an indefinite period.
9.1.1. If the termination initiative comes from WMarrison, it must forward
communication to the AFFILIATE at least 5 (five) days in advance. If the
initiative of termination from the AFFILIATE, the contract will be considered terminated in the
moment of receipt of the communication.
9.1.1.1. Communications made by email will be considered valid as long as
forwarded to the parties' email addresses, which are:
a) to WMarrison – wmarrison2023@gmail.com
b) to the AFFILIATE - address registered in the Program.
9.1.2. Communications made by email will be considered valid as long as
forwarded to the parties' email addresses, which are:
a) To WMarrison - wmarrison2023@gmail.com
b) For the AFFILIATE - address registered in the Program.
9.2. This contract may be terminated at any time, by any of the
parties, upon 30 (thirty) days prior written notice.
9.2. In addition to the option of termination assured above, this adjustment will be
immediately terminated, regardless of any notice to the AFFILIATE,
in the following hypotheses:
a) For violation, by the AFFILIATE, of any of the terms of this contract, the Policies
of the WMarrison Site or the Program, applicable laws and regulations, including the rules
consumer protection;
b) Practice by the AFFILIATE of any acts that may imply commercial discredit
or WMarrison institutional.
c) In the event of bankruptcy being declared, the judicial recovery plan being granted or, the
WMarrison's discretion, if the AFFILIATE no longer has the technical, commercial or
that led to the acceptance of your registration in the Program.
9.3. In the event of termination of this contract, all obligations arising from sales
made prior to the termination date will remain valid and enforceable until all
parts are duly fulfilled.
10. GENERAL PROVISIONS
10.1. The Parties mutually undertake to ensure the confidentiality of
all trade secrets, technical knowledge and other information that
come to know as a result of the commercial relationship covered by the
this adjustment, not being able to use any of this confidential information, unless
be when expressly authorized to do so by their respective holder. Of that
In this way, each party must ensure that its partners, affiliated companies,
administrators, employees and/or any other persons under their responsibility
(direct or indirect) keep confidential all terms and conditions of this
Contract.
10.2. All notices and other communications required or permitted herein will be by
written and will be deemed to have been duly transmitted when delivered
to the recipient or by electronic mail (e-mail).
10.3. The omission or tolerance of the Parties in demanding strict compliance with the terms
and conditions of this Agreement, will not constitute novation or waiver, nor will it affect its
rights, which may be exercised at any time.
10.4. In the event of any legal actions arising from this Agreement, it is
stipulated between the parties, court fees of around 20% (twenty percent)
on the value of the sentence.
10.5. This Agreement constitutes the entire agreement between the Parties, prevailing
on any other agreement, verbal or written, previously established.
10.6. The AFFILIATE declares that he has evaluated and accepts his participation in the
WMarrison Affiliates and agree to all terms and conditions hereof.
You also acknowledge that WMarrison may, at any time, request
AFFILIATE references, as well as operating in partnership with other entities and
individuals who work in the same business area.
