AFFILIATE AGREEMENT

This Agreement is made between 

1.     Cornerstone Performance Limited with registered address Lytchett House, 13 Freeland Park, Wareham Road, Lytchett Matravers, Poole, England, BH16 6FA ,hereinafter referred to as "Tremendio", and

2.     "You" or "the Affiliate"

WHEREAS

A.     Tremendio has developed and operates a service, which allows You to earn money by placing a link on Your website to one or several websites, connected to Tremendio.

B.     In order to use the service, You must accept the conditions of this Agreement and become authorised as an "Affiliate". Please read this Agreement carefully. By clicking on the "Register" button You accept the conditions of this Agreement. You will not be able to use the service if You do not accept the provisions of this Agreement.

C.     You must be accepted by Tremendio and the company to whose Affiliate Program You would like to be registered before you can become an Affiliate. You will be informed through Tremendio's applicable website when You have been accepted as an Affiliate in line with the Agreement below.

Definitions
 In this Agreement:

“Affiliate Program” - is a program owned and operated by Tremendio for a company on Tremendio's website which the Affiliate can join.

“Artificial Traffic” - is a collective term for invalid Clicks, Leads and Transactions, which may originate (for example and without limitation) from: automatic openings and/or redirects, spiders, robots, adware and/or spyware, requests in e-mail or chat rooms, script generators, placing links on other websites than informed, the automated redirection of visitors from mistyped or misspelled domain names, 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.

“Click” - means a click by a Visitor on a link on the Affiliate's website serving a Linked Website to the Visitor's browser.

 “Cross-device tracking” - means Tremendio´s tracking technology to link together Visitor´s online behaviour, Traffic and profiles from various devices used by the Visitor. 

“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 made a registration as a user.

“Linked Website” - means a Website to which the Affiliate has placed a link on their website and which is connected to an Affiliate Program registered with Tremendio.

“Personal data” means all kinds of information that directly or indirectly may be attributable to a natural person who is alive.

“Platform” means the website where the Affiliate can access the program located at https://affiliates.tremendio.com/user/login.

“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.

“Traffic” - is a collective term for valid Clicks, Leads and Transactions/sales.

“User” - means a registered Visitor of Your website. “User data” means personally identifying data about the User.

“Visitor” - means any person who clicks on a link placed on the Affiliate's website and thereby is connected to a Linked Website.

To begin the enrolment process, you will submit a complete a Form via our site. You must provide us with accurate and complete registration information. We will evaluate your application in good faith and will notify you of your acceptance or rejection. We may reject your application if we determine (at our sole discretion) that you are unsuitable for the Program.

        2.The Service

1. The Affiliate is allowed to place links on their website to websites which have an Affiliate Program registered at Tremendio
2.  The Affiliate is allowed to place links in emails to websites which have an Affiliate Program registered at Tremendio if allowed in client´s program rules available at www.Tremendio.com. Some clients do not accept mail marketing. It is the responsibility of the Affiliate to comply with all advertisers’ program rules.
3. Any Affiliate Program may be amended or terminated at any time. Information about the Affiliate Programs will be available on Tremendio's website, www.Tremendio.com. 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 website and the use of third party or other Affiliates trademarks and logos.
4. Tremendio reserves the right to modify, amend, change or terminate Tremendio's service. The Affiliate will be notified of all such changes by e-mail or by an announcement on Tremendio'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.
5. The service is structured in a way where (i) Tremendio, as a Sub-Processor, processes data on behalf of Advertisers; and (ii) Tremendio, as a Sub-Processor, appoints the Affiliate as a sub-processor. 

       3.Obligations of the Affiliate

1. The Affiliate is solely responsible for its website and its contents and must ensure that they conform at all times to all applicable laws and regulations.
2. The Affiliate may use an arbitrage model for sending traffic and any links placed must be in line with these terms.
3. The Affiliate hereby shall comply with all applicable EU- and national laws and regulations in force from time to time including, but not limited to, the EU-directive (2002/58/EC) and the General Data Protection Regulation (EU 2016/679).
4. The Affiliate must inform Visitors about the use of third-party cookies, Cross-device tracking and other tracking technologies, in addition to any hashing and transfer of User login and other User data to Tremendio for Cross-device tracking and personalized interest based advertising. 
5. The Affiliate must post a prominent link to the Affiliate’s privacy policy which must provide detailed information about such processing and an explanation as to how it can be disabled. Subject to applicable data protection legislation, the Affiliate must gain Visitors’ consent to such data processing. The Affiliate must also inform Visitors about the possible transfer of their personal data from an EEA country to third countries and must also gain Visitors’ consent to such transfer of personal data. The Affiliate must ensure that User login, other User data and other information used for Cross-device tracking will be securely hashed before being transferred to Tremendio. Minimum requirements for Affiliate notification will be provided in Tremendio´s valid Privacy policy.
6.  If the Affiliate is a private individual, he must be at least 18 years of age. If the Affiliate has not reached the age of 18 a parent must give their consent to the registration to Tremendio's service and the registration of an Affiliate below the age of 18 without parental consent will be ineffective.
7. The Affiliate warrants that the information furnished to Tremendio about itself and its website is correct, complete and sent in due order and that the information corresponds to actual facts. The Affiliate must notify Tremendio immediately of any changes in the information by updating the information about itself on Tremendio's website. If the Affiliate is a limited company Tremendio must be provided with the Affiliate 's full registered name, company registration number, registered office, trading address if different and VAT number if registered.
8. The Affiliate warrants either that the rights to all information and content on the Affiliate 's website belong to the Affiliate or that the owner of the rights to the information and content on the Affiliate's website has given their explicit permission to their publication there. The Affiliate also warrants that the information and content on the Affiliate's website do not infringe any rights of third parties, including Intellectual Property Rights, and that such information and content is not offensive, prohibited or questionable in any way. Examples of such content are, but not limited to, pornography, racism and hate content, Peer2Peer and file sharing.
9. The Affiliate must not in any way generate or contribute to generating Artificial Traffic to Linked Websites.
10. The Affiliate must notify Tremendio immediately of any known or suspected improper or wrongful use of the Affiliate's links to Tremendio's website and/or an Affiliate Program or of Tremendio's service in any way whatsoever.

 

       4.Obligations of Tremendio

1. Tremendio shall monitor and register the Traffic generated by the Affiliate to Linked Websites, in accordance with the service provided by Tremendio.
2.  Tremendio will collect and pay to the Affiliate all amounts due to them arising from this Agreement.

 

       5.Remuneration

1. The conditions of remuneration for each Affiliate Program are published on Tremendio's website and must apply at all times. They are specified in the Affiliate program details in the Affiliate interface. The Affiliate therefore agrees to "self-billing", which means that Tremendio will create the invoice on behalf of the Affiliate. VAT (if applicable) is added to the remuneration shown on Tremendio's website.
2. Payment of accumulated remuneration to the Affiliate must be made monthly in arrears provided that the Affiliate has generated valid Traffic and that Tremendio has received payment from each company with whose Affiliate Program the Affiliate has registered.
3. Payment of remuneration will only be made if the Affiliate is due an amount of at least $500 or the corresponding amount in another currency (“Threshold amount”) and if Tremendio has received full payment for these transactions at the time of payment. An amount due of less than the Threshold amount will be accumulated to the next payment and will be included in the amount to be paid out at the next payment date, again provided that the minimum amount of at least the threshold amount . Accumulated amounts do not accrue any interest.
4. Nothing in this Agreement must create or be deemed to create, a partnership or relationship of employer and employee between Tremendio and the Affiliate.
5. Payment to the Affiliate will be made direct to the Affiliate's bank account. The Affiliate must specify on Tremendio's website details of their bank account (including name and branch of the bank, sort code of the branch and the Affiliate's account number).
6. The Affiliate is responsible for the payment of all tax and national insurance payable on any payments made to him by Tremendio.
7. Tremendio reserves the right to write off remuneration where an Affiliate program is closed, where the Affiliate has been suspended from the Affiliate program or from Tremendio’s network, or if the Affiliate’s account has been inactive for a period of more than 12 months.

 

        6.Limits on Tremendio's Liability

1. Tremendio cannot guarantee or warrant the performance of Tremendio's service or the links to any linked websites.
2. Tremendio must not be liable for costs and damages incurred by the Affiliate arising out of this Agreement unless caused directly by the negligence of Tremendio in providing its service. Tremendio must not in any circumstances be liable for indirect or consequential damages and costs incurred by the Affiliate for any reason whatsoever.
3. Tremendio 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 Tremendio's service or for any damage caused by viruses or components to the service, the Affiliate software and/or the Affiliate's website. Tremendio must 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. Tremendio must not be liable if companies, which have registered Affiliate Programs at Tremendio, do not fulfil their obligations according to their Affiliate Programs and Tremendio must not be liable in any way for any agreements made directly between the Affiliate and such companies.

 

       7.Terms and Termination

1. This Agreement must come into force upon your acceptance as an Affiliate and must 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. Tremendio is entitled to terminate this Agreement and/or suspend the Affiliate from Tremendio's service or from a certain company's Affiliate Program if:
   1. Tremendio considers the Affiliate or the content of their website inappropriate in any way.
   2. Tremendio 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 does not comply with any law or regulation as set out in these Terms.
   5. The Affiliate has not generated any Traffic for a period of three (3) months.
4. Upon suspension of the Affiliate from a particular company's Affiliate Program, the Affiliate must immediately delete all links to that particular company's website.
5. Upon termination of this Agreement, Tremendio must inform the Affiliate immediately through Tremendio's website and the Affiliate must immediately cease to use the service and delete all links to Linked Websites.
6. The Affiliate is not allowed to perform security scan and/or penetration testing without the approval in writing of a Tremendio’s representative, in any case the approval given can be used only in the time range specified in the approval itself, or if this is not specified it can be used only for a single continuous period of the maximum of seven (7) days from the date in which the approval is provided. The Affiliate will be liable for any damage, loss or missed income from Tremendio.
7. The Affiliate must not use any kind of scripting and/or automation to access to the Tremendio website and/or Tremendio interface, this rule does not apply to Report API called using an authentication key in the URL and/or to other API services made expressly to be accessed through scripts and automation.
8. The Affiliate must use the APIs and interfaces provided by Tremendio in a reasonable manner, the service should not be abused in terms of number of requests. Tremendio has the solely decision of considering case by case if the number of request and the usage of the service is incommensurate for the specific Affiliate, and if so Tremendio reserve the possibility to limit and/or deactivate the Affiliate account.

 

 

        9.Handling of personal data

1. The purpose of the processing of Personal data is to advertise through Tremendio’s Affiliate network as further detailed in this Agreement. The categories of data subjects that may be included in relation to the processing are individuals who actively request redirection to Advertiser. The categories of Personal data that may be processed are contact details such as cookie ID, IP number and order number.
2. Tremendio must immediately and in writing notify Sub-Processor of all circumstances that may arise which may involve the need to change the way in which Sub-Processor processes Personal data.
3. Affiliate has the following obligations:
   1. must only process Personal data on behalf of, and for the benefit of, Advertisers. Furthermore, the process must be for the purposes stated above and in accordance with the instructions provided by Tremendior;
   2. must ensure that every person who has access to the Personal data covered by this Agreement complies with this Agreement, including the obligation to only process the personal data in accordance with the instructions given by the Tremendio;
   3. must not transfer or give access to Personal data to any third party without Tremendio’s and/or Advertisers’ explicit prior written approval unless there is a legal obligation for Affilate to do so;
   4. must not engage sub-contractors to perform all or part of the processing of Personal data (including access to) unless Tremendio has given its prior specific written approval;
   5. must ensure that every person with permission to process Personal data is under obligation of confidentiality in a binding agreement applicable to all information processed by Affiliate under this Agreement. Access to Personal data may only be granted to persons who needs such access to the data in order to carry out their duties;
   6. must promptly notify Tremendio of any security incidents where such incidents have resulted in accidental or unlawful destruction, loss, alteration, unauthorised disclosure of or access to the Personal data covered by this Agreement. If it is likely that a personal data security incident involves any risk related to the privacy of data subjects, Affiliate must immediately after when Affiliate has gained knowledge of the security incident, take sufficient remedial actions in order to prevent or mitigate the security incident’s possible negative effects. In those cases where a security incident must be reported to the supervisory authority, Affiliate must promptly cooperate with Tremendio and Advertisers in gathering the relevant information that is requested and to cooperate with the supervisory authority. Affiliate must assist Tremendio in fulfilling Advertisers’ obligations towards data subjects and assist Tremendio to facilitate the exercise of data subjects’ rights such as the rights of correction and removal of data, data portability etc. in accordance with the applicable data protection legislation;
   7. shall when the Agreement has been terminated or otherwise expired, to return and/or delete or destroy all Personal data covered by the Agreement;
   8. is responsible for that the Personal data always are treated with confidentiality and that it has established, implemented and maintained technical, physical, administrative and organisational security measures, that are suitable considering the risk that is associated with the processing of the personal data in regard to data subjects’ rights and freedoms, and for Advertiser’s business, all in accordance with Tremendio’s instructions. All security measures must be at least equal to the level which the competent supervisory authority typically requires for equivalent processing activities;
   9. must particularly ensure that the Personal data is protected against any actual, suspected or anticipated threats to the security and integrity of Personal data such as accidental or unlawful destruction, loss or change, unauthorised disclosure of or access to Personal data and other Personal data breaches.

 

 

 

 

                  13.Intellectual Property Rights

1. Tremendio 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 licenses whatsoever under this Agreement other than a nonexclusive, non-transferable, revocable limited  license to access and use links to Linked Websites on the terms of this Agreement, only for the duration of this Agreement and solely to identify You as a participant in the Affiliate Program and to assist You in increasing sales through the Program Website.
2. You may not alter or modify in any way or create derivative works of the links or any Tremendio graphics, creative, copy or other materials. 

 

                14.Applicable Law

1. Tremendio must not be liable for the legality of Tremendio's service in countries other than the country/ies in which Tremendio provides the service. The Affiliate is solely responsible for the legality of the use of the service if the Affiliate is registered to Tremendio's service from a country other than the country/ies in which Tremendio provides the service or if the Affiliate's website is on a server in a country other than the country/ies in which Tremendio provides the service.
2. This Agreement must be governed by, and construed in accordance with, the laws of England.
3. The parties submit all their disputes arising out of or in connection with this Agreement to the exclusive jurisdiction of the Courts of England.