Souq.com Affiliates Program Terms & Conditions
This Souq.com Affiliates Program Terms & Conditions contains the terms and conditions that govern your participation in the Souq.com Affiliates Program (the "Program"). "We," "us," or "our" means Souq.com or any of its affiliate companies, as the case may be. "You" or "your" means the affiliate. A "site" means the website "Souq.com ". "Your site" means any site(s) and software application(s) that you own or operate and link to Souq.com .
1. Description of Souq.com Affiliates Program
The purpose of Souq.com Affiliates Program is to permit you to advertise Products on your site and to earn advertising fees for Qualifying Purchases made by your end users. A "Product" is any item sold on Souq.com . In order to facilitate your advertisement of Products, we may make available to you data, images, text, link formats, widgets, links, and other linking tools, and other information in connection with Souq.com Affiliates Program ("Content"). Content specifically excludes any data, images, text, or other information or content relating to products offered on any site other than Souq.com .
The Souq.com Affiliates Program is Powered by Performance Horizon Group (PHG), notwithstanding all of payments shall be made by Performance Horizon Group (PHG) to the affiliates, and the affiliate shall accept Performance Horizon Group (PHG) terms and conditions.
To begin the enrollment process, you must submit a complete and accurate Program application. You must identify your website and /or other sources of traffic in your application. No price comparison, voucher codes, coupon codes or deals websites are entitled to register on our affiliate program and receive any commercial considerations. Your continued participation despite these conditions will be at your sole risk and Souq.com is entitled to terminate and/or take action against you/your affiliate account for use of our brands or any display/ indication of association with Souq.com on the above mentioned or similar websites. We will evaluate your application and notify you of it’s acceptance or rejection. We may reject your application if we determine your sources of traffic to be unsuitable. Unsuitable sources of traffic / means of promotion include those that are:
- Using paid search ads (Google Adwords / Google PPC) to send traffic directly to Souq.com
- Using Souq.com brand name or any of its variations in your advertising
- Using pop-ups and pop-unders
- Using wrong or misleading messages
- Using methods such as cookie stuffing and automatically opening Souq pages
- Promote or contain sexually explicit materials;
- Promote violence or contain violent materials;
- Promote or contain libelous or defamatory materials;
- Promote discrimination, or employ discriminatory practices, based on race, sex, religion, nationality, disability, sexual orientation, or age;
- Promote or undertake illegal activities;
- Include any trademark of Souq.com or its affiliates, or a variant or misspelling of a trademark of Souq.com or its affiliates, in any domain name, subdomain name, or in any username, group name, or other identifier on any social networking site; or
- Otherwise violate intellectual property rights.
If we reject your application, you are welcome to reapply at any time. However, if we accept your application and we later determine that your site is unsuitable, we may suspend and reject the application.
You will ensure that the information in your Program application and otherwise associated with your account, including your email address and other contact information and identification of your site, is at all times complete, accurate, and up-to-date. We may send notifications (if any), approvals (if any), and other communications relating to Souq.com Affiliates Program and this Terms & Conditions to the email address then-currently associated with your Program account. You will be deemed to have received all notifications, approvals, and other communications sent to that email address, even if the email address associated with your account is no longer current.
3. Links on Your Site
After you have been notified that you have been accepted into Souq.com Affiliates Program, you may display Special Links on your site. "Special Links" are links to Souq.com that you place on your site in accordance with this Agreement that properly utilize the special "tagged" link formats we provide. Special Links permit accurate tracking, reporting, and accrual of advertising fees.
You may earn advertising fees only with respect to activity on Souq.com occurring directly through Special Links. We will have no obligation to pay you advertising fees if you fail to properly format the links on your site to Souq.com as Special Links, including to the extent that such failure may result in any reduction of advertising fee amounts that would otherwise be paid to you under this Terms & Conditions.
4. Program Requirements
By participating in Souq.com Affiliates Program, you agree that you will comply with the terms & Conditions and all pages, schedules, policies, guidelines, specifications, user manuals, and supporting materials that we make available to you that we make available of the website, and other documents and materials referenced in this Terms & Conditions (collectively, "Operational Documentation").
You will provide us with any information that we request to verify your compliance with this Terms & Conditions or any Operational Documentation.
In addition, you hereby consent to us:
- Sending you emails relating to Souq.com Affiliates Program from time to time;
- monitoring, recording, using, and disclosing information about your site and visitors to your site that we obtain in connection with your display of Special Links (e.g., that a particular Souq.com customer clicked through a Special Link from your site before buying a Product on Souq.com ); and
- Monitoring, crawling, and otherwise investigating your site to verify compliance with this Terms & Conditions and the Operational Documentation.
5. Responsibility for Your Site
You will be solely responsible for your site, including its development, operation, and maintenance and all materials that appear on or within it. For example, you will be solely responsible for:
- the technical operation of your site and all related equipment;
- displaying Special Links and Content on your site in compliance with this Terms & Conditions and the Operational Documentation and any agreement between you and any other person or entity (including any restrictions or requirements placed on you by any person or entity that hosts your site);
- creating and posting, and ensuring the accuracy, completeness, and appropriateness of, materials posted on your site (including all Product descriptions and other Product-related materials and any information you include within or associate with Special Links);
- using the Content, your site, and the materials on or within your site in a manner that does not infringe, violate, or misappropriate any of our rights or those of any other person or entity (including copyrights, trademarks, privacy, publicity or other intellectual property or proprietary rights);
- Any use that you make of the Content and the Souq.com Trademark, whether or not permitted under this Agreement.
We will have no liability for these matters or for any of your end users' claims relating to these matters, and you agree to defend, indemnify, and hold us, our affiliates and licensors, and our and their respective employees, officers, directors, and representatives, harmless from and against all claims, damages, losses, liabilities, costs, and expenses (including attorneys' fees) relating to (a) your site or any materials that appear on your site, including the combination of your site or those materials with other applications, content, or processes; (b) the use, development, design, manufacture, production, advertising, promotion, or marketing of your site or any materials that appear on or within your site, and all other matters described in this Section 5; (c) your use of any Content, whether or not such use is authorized by or violates this Terms & Conditions, any Operational Documentation, or applicable law; (d) your violation of any term or condition of this Terms & Conditions or any Operational Documentation; or (e) your or your employees' negligence or willful misconduct.
6. Order Processing
We will process Product orders placed by customers who follow Special Links from your site to Souq.com . We reserve the right to reject orders that do not comply with any requirements on Souq.com , as they may be updated from time to time. We will track Qualifying Purchases for reporting and advertising fee accrual purposes and will make available to you reports summarizing those Qualifying Purchases.
7. Advertising Fees
We will pay you advertising fees on Qualifying Purchases, and in line with the fees mentioned in PHG's terms and conditions. Subject to the exclusions set forth below, a "Qualifying Purchase" occurs when (a) a customer clicks through a Special Link on your site to Souq.com ; (b) during a single Session that customer adds a Product to his or her shopping cart and places the order for that Product no later than 30 days following the customer's initial click-through, and (c) the Product is shipped and paid for by the customer, and (d) confirmation of no return by the customer as per the Souq.com return policy.
A "Session" begins when a customer clicks through a Special Link on your site to Souq.com and ends after 24 hours elapses from that click.
Qualifying Purchases exclude, and we will not pay advertising fees on any of, the following:
- any Product that, after expiration of the applicable Session, is added to a customer's Shopping Cart, is purchased by a customer via our, even if the customer previously followed a Special Link from your site to Souq.com ;
- any Product purchase that is not correctly tracked or reported because the links from your site to Souq.com are not properly formatted;
- any Product purchased through a Special Link by you or on your behalf, including Products you purchase through Special Links for yourself, friends, relatives, or Affiliate (e.g., personal orders, orders for your own use, and orders placed by you for or on behalf of any other person or entity);
- Any Product purchased through a Special Link that violates the terms of this Agreement;
- Any Product purchased for resale or commercial use of any kind;
- Any Product purchased after termination of this Terms & Conditions;
- Any Product order that is canceled or returned; and
- Any Product purchased by a customer who is referred to Souq.com through any of the following:
- a Prohibited Paid Search Placement; and/or
- a link to Souq.com placed/displayed on price comparison, coupon codes or voucher codes or discount codes or any other similar/equivalent websites; and/or
- a link to Souq.com , including a Redirecting Link, that is generated or displayed on a Search Engine in response to a general Internet search query or keyword (i.e., in natural, free, organic, or unpaid search results), whether those links appear through your submission of data to that site or otherwise.
"Prohibited Paid Search Placement" means an advertisement that you purchased through bidding on keywords, search terms, or other identifiers (including Proprietary Terms) or other participation in keyword auctions.
"Proprietary Term" means keywords, search terms, or other identifiers that include the word "Souq," or any other trademark of Souq.com or its affiliates or variations or misspellings of any of those words (e.g., "sooooq," "suoq," "souk," and "sook").
"Redirecting Link" means a link that sends users indirectly to Souq.com via an intermediate site or webpage and without requiring the user to click on a link or take some other affirmative action on that intermediate site or webpage.
"Search Engine" means Google, Yahoo, Bing, or any other search engine, portal, sponsored advertising service, or other search or referral service, or any site that participates in any of their respective networks.
8. Advertising Fee Payment
We will pay you advertising fees on a monthly basis for Qualifying Purchases shipped in a given month. We will pay you approximately 60 days following the end of each calendar month by a Direct Deposit. We will directly deposit the advertising fees you earn into the bank account you designate. You must provide us with the name of your bank, the bank account type, the 9-digit routing number/ABA number, the account number, and the name of the primary account holder as it appears on the account.
9. Policies and Pricing
Customers who buy products through this Program are our customers with respect to all activities they undertake in connection with Souq.com . Accordingly, as between you and us, all pricing, terms of sale, rules, policies, and operating procedures concerning customer orders, customer service, and product sales set forth on Souq.com will apply to those customers, and we may change them at any time.
10. Identifying Yourself as an Affiliate
You will not issue any press release or make any other public communication with respect to this Terms & Conditions, your use of the Content, or your participation in Souq.com Affiliates Program. You will not misrepresent or embellish the relationship between us and you, (including by expressing or implying that we support, sponsor, endorse, or contribute to any charity or other cause), or express or imply any relationship or affiliation between us and you or any other person or entity except as expressly permitted by this Terms & Conditions.
11. Limited License
Subject to the terms of this Terms & Conditions and solely for the limited purposes of advertising Products on, and directing end users to, Souq.com in connection with Souq.com Affiliates Program, we hereby grant you a limited, revocable, non-transferable, non-sub licensable, non-exclusive, royalty-free license to (a) copy and display the Content solely on your site; and (b) use only those of our trademarks and logos that we may make available to you as part of Content solely on your site. The license set forth in this Section will immediately and automatically terminate if at any time you do not timely comply with any obligation under this Terms & Conditions or any Operational Documentation, or otherwise upon termination of this Terms & Conditions. In addition, we may terminate the license set forth in this Section in whole or in part upon written notice to you. You will promptly remove from your site and delete or otherwise destroy all of the Content and Souq.com Trademark with respect to which the license set forth in this Section is terminated or as we may otherwise request from time to time.
12. Reservation of Rights; Submissions
Other than the limited licenses expressly set forth in Section 11, we reserve all right, title and interest (including all intellectual property and proprietary rights) in and to, and you do not, by virtue of this Terms & Conditions or otherwise, acquire any ownership interest or rights in or to, Souq.com Affiliates Program, Special Links, link formats, Content, any domain name owned or operated by us or our affiliates, Operational Documentation, our and our affiliates' trademarks and logos (including the Souq.com Trademark), and any other intellectual property and technology that we provide or use in connection with Souq.com Affiliates Program (including any application program interfaces, software development kits, libraries, sample code, and related materials). If you provide us or any of our affiliates with suggestions, reviews, modifications, data, images, text, or other information or content about a product or in connection with this Terms & Conditions, any Content, or your participation in Souq.com Affiliates Program, or if you modify any Content in any way, (collectively, "Your Submission"), you hereby irrevocably assign to us all right, title, and interest in and to Your Submission and grant us (even if you have designated Your Submission as confidential) a perpetual, paid-up royalty-free, nonexclusive, worldwide, irrevocable, freely transferable right and license to (a) use, reproduce, perform, display, and distribute Your Submission in any manner; (b) adapt, modify, reformat, and create derivative works of Your Submission for any purpose; (c) use and publish your name in the form of a credit in conjunction with Your Submission (however, we will not have any obligation to do so); and (d) sublicense the foregoing rights to any other person or entity. Additionally, you hereby warrant that: (y) Your Submission is your original work, or you obtained Your Submission in a lawful manner; and (z) our and our sublicenses' exercise of rights under the license above will not violate any person's or entity's rights, including any copyright rights. You agree to provide us such assistance as we may require to document, perfect, or maintain our rights in and to Your Submission.
13. Compliance with Laws
In connection with your participation in Souq.com Affiliates Program you will comply with all applicable laws, ordinances, rules, regulations, orders, licenses, permits, judgments, decisions, and other requirements of any governmental authority that has jurisdiction over you, including laws that govern marketing email.
14. Term and Termination
The term of this Terms & Conditions will begin upon our acceptance of your Program application and will end when terminated by either you or us. Either you or we may terminate this Terms & Conditions at any time, with or without cause, by giving the other party written notice of termination. Upon any termination of this Terms & Conditions, any and all licenses you have with respect to Content will automatically terminate and you will immediately stop using the Content and Souq.com Trademark and promptly remove from your site and delete or otherwise destroy all links to Souq.com , all Souq.com Trademark, all other Content, and any other materials provided or made available by or on behalf of us to you under this Terms & Conditions or otherwise in connection with Souq.com Affiliates Program. We may withhold accrued unpaid advertising fees for a reasonable period of time following termination to ensure that the correct amount is paid (e.g., to account for any cancellations or returns). Upon any termination of this Terms & Conditions, all rights and obligations of the parties will be extinguished, except that the rights and obligations of the parties under Sections 5, 9, 10, 12, 13, 14, 16, 17, 18, 19, and 20, together with any accrued but unpaid payment obligations of us under this Terms & Conditions, will survive the termination of this Terms & Conditions. No termination of this Terms & Conditions will relieve either party for any liability for any breach of, or liability accruing under, this Terms & Conditions prior to termination.
We may modify any of the terms and conditions contained in this Terms & Conditions (and any Operational Documentation) at any time and in our sole discretion by posting a change notice, revised agreement, or revised Operational Documentation on the Souq.com site or by sending notice of such modification to you by email to the email address then-currently associated with your Affiliate account (any such change by email will be effective on the date specified in such email and will in no event be less than two business days after the date the email is sent). Modifications may include, for example, changes to the Affiliates Program Advertising Fee Schedule, Affiliates Program Participation Requirements, payment procedures, and other Program requirements. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS Terms & Conditions. YOUR CONTINUED PARTICIPATION IN Souq.com Affiliates Program FOLLOWING THE EFFECTIVE DATE OF ANY MODIFICATION (E.G., THE DATE OF OUR POSTING OF A CHANGE NOTICE, REVISED Terms & Conditions, OR REVISED OPERATIONAL DOCUMENTATION ON THE Souq.com SITE OR THE DATE SPECIFIED IN ANY EMAIL TO YOU REGARDING SUCH MODIFICATION) WILL CONSTITUTE YOUR BINDING ACCEPTANCE OF THE CHANGE.
16. Relationship of Parties
You and we are independent contractors, and nothing in this Terms & Conditions or the Operational Documentation will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and us or our respective affiliates. You will have no authority to make or accept any offers or representations on our or our affiliates' behalf. You will not make any statement, whether on your site or otherwise, that contradicts or may contradict anything in this section. If you authorize, assist, encourage, or facilitate another person or entity to take any action related to the subject matter of this Terms & Conditions, you will be deemed to have taken the action yourself.
17. Limitation of Liability
WE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING ANY LOSS OF REVENUE, PROFITS, GOODWILL, USE, OR DATA) ARISING IN CONNECTION WITH THIS Terms & Conditions, Souq.com Affiliates Program, OPERATIONAL DOCUMENTATION, Souq.com , OR THE SERVICE OFFERINGS (DEFINED BELOW), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES. FURTHER, OUR AGGREGATE LIABILITY ARISING IN CONNECTION WITH THIS Terms & Conditions, Souq.com Affiliates Program, Souq.com , AND THE SERVICE OFFERINGS WILL NOT EXCEED THE TOTAL ADVERTISING FEES PAID OR PAYABLE TO YOU UNDER THIS Terms & Conditions IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE EVENT GIVING RISE TO THE MOST RECENT CLAIM OF LIABILITY OCCURRED.
Souq.com Affiliates Program, Souq.com , ANY PRODUCTS AND SERVICES OFFERED ON Souq.com , ANY SPECIAL LINKS, LINK FORMATS, OPERATIONAL DOCUMENTATION, CONTENT, Souq.com DOMAIN NAME, OUR AND OUR AFFILIATES' TRADEMARKS AND LOGOS (INCLUDING THE Souq.com Trademark), AND ALL TECHNOLOGY, SOFTWARE, FUNCTIONS, MATERIALS, DATA, IMAGES, TEXT, AND OTHER INFORMATION AND CONTENT PROVIDED OR USED BY OR ON BEHALF OF US OR OUR AFFILIATES OR LICENSORS IN CONNECTION WITH Souq.com Affiliates Program (COLLECTIVELY THE "SERVICE OFFERINGS") ARE PROVIDED "AS IS." NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE WITH RESPECT TO THE SERVICE OFFERINGS. EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW, WE AND OUR AFFILIATES AND LICENSORS DISCLAIM ALL WARRANTIES WITH RESPECT TO THE SERVICE OFFERINGS, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING, PERFORMANCE, OR TRADE USAGE. WE MAY DISCONTINUE ANY SERVICE OFFERING, OR MAY CHANGE THE NATURE, FEATURES, FUNCTIONS, SCOPE, OR OPERATION OF ANY SERVICE OFFERING, AT ANY TIME AND FROM TIME TO TIME. NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WARRANT THAT THE SERVICE OFFERINGS WILL CONTINUE TO BE PROVIDED, WILL FUNCTION AS DESCRIBED, CONSISTENTLY OR IN ANY PARTICULAR MANNER, OR WILL BE UNINTERRUPTED, ACCURATE, ERROR FREE, OR FREE OF HARMFUL COMPONENTS. NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE RESPONSIBLE FOR (A) ANY ERRORS, INACCURACIES, OR SERVICE INTERRUPTIONS, INCLUDING POWER OUTAGES OR SYSTEM FAILURES; OR (B) ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF, OR DELETION, DESTRUCTION, DAMAGE, OR LOSS OF, YOUR SITE OR ANY DATA, IMAGES, TEXT, OR OTHER INFORMATION OR CONTENT. NO ADVICE OR INFORMATION OBTAINED BY YOU FROM US OR FROM ANY OTHER PERSON OR ENTITY OR THROUGH Souq.com Affiliates Program, CONTENT, OPERATIONAL DOCUMENTATION, Souq.com , OR THE AFFILIATE-PROGRAM.Souq.com SITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS Terms & Conditions. FURTHER, NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE RESPONSIBLE FOR ANY COMPENSATION, REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH (X) ANY LOSS OF PROSPECTIVE PROFITS OR REVENUE, ANTICIPATED SALES, GOODWILL, OR OTHER BENEFITS, (Y) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THIS Terms & Conditions OR YOUR PARTICIPATION IN Souq.com Affiliates Program, OR (Z) ANY TERMINATION OF THIS Terms & Conditions OR YOUR PARTICIPATION IN Souq.com Affiliates Program.
- If any dispute arises out of or in connection with this Agreement, it shall be referred to and finally resolved by binding arbitration as set out below, under the Arbitration Rules of the Dubai International Financial Centre - London Court of International Arbitration, which rules are deemed to be incorporated by reference into this clause. The party wishing to commence arbitration shall send a copy of the Request for Arbitration to the other party.
- The number of arbitrators shall be one. The parties to the arbitration shall seek to agree on a sole arbitrator to be nominated to the LCIA Court for appointment. If the parties to the arbitration fail to nominate a sole arbitrator within 30 days from the date of the service of the Request upon the Respondent (or such greater or lesser period as may be fixed by the LCIA Court), the sole arbitrator shall be appointed by the LCIA Court. The seat or legal place of the arbitration shall be Dubai International Financial Centre in Dubai, UAE. The arbitration proceedings shall be conducted in the English language and the award shall be in English.
- The tribunal shall have power to make such directions and any provisional, interim or partial award as it considers just and desirable. Judgment upon the award rendered by the tribunal may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant party or its assets. The arbitration award shall be final and binding on the parties.
You acknowledge and agree that we and our affiliates may at any time (directly or indirectly) solicit customer referrals on terms that may differ from those contained in this Terms & Conditions or operate sites that are similar to or compete with your site. You may not assign this Terms & Conditions, by operation of law or otherwise, without our express prior written approval. Our failure to enforce your strict performance of any provision of this Terms & Conditions will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Terms & Conditions. In the event of any conflict between this Terms & Conditions and the Operational Documentation.