PartnersMy Affiliate Service agreement for affiliate
This affiliate services agreement ("Agreement") is signed and agreed between Riverside Marketing S.L., and its division, "PartnersMy Affiliated ", located in Plza Mayor, 27, 3, Burgos, 09003, ("PartnersMy"), and the contracting ("contracting"). PartnersMy has created, developed and installed a service program that allows advertisers to launch and manage marketing programs/campaigns for affiliates on internet using PartnersMy Affiliates ("Network Service"). An affiliate marketing program ("Program") occurs when a person, entity, affiliate, or agent that manages one or more "Pages(s) or Websites" (a domain or part of a domain within internet) that might or may not use other promotional methods to direct traffic to your website ("Affiliate") and/or mailing list (s) under subscription ("Affiliate") can obtain economic remuneration ("Commissions") for "Transactions" ("Sale(s) and/or” "Registers/Potential Customers") made from website or emails under subscription of such affiliate by a click made by a "visitor" (usually any person or entity other than the Affiliate or affiliate agent) through a link within the Internet channel ("Link-link /Web Creativity") to a website or the site content and/or web domain managed by the other person or entity ("Advertiser"). The Advertiser rewards to the affiliate, in accordance with this agreement and with specified commissions within the program description.
All references in this contract about "working days" will refer to all those days other than Saturdays and Sundays and national bank-holidays in Spain.
1. Program Participation.
(a) Acceptance by the Advertiser. During this agreement, the Affiliate may request to participate in the Advertiser’s program(s) to obtain remuneration by promoting the advertiser within the specific terms of the Advertiser’s Affiliate Marketing program and this agreement. After being accepted by the Advertiser in his program, the Affiliate will show (or delete) the "links – banners – creatives" to The Advertiser’s "Web site (s)" in accordance with the specific terms of the program and this same agreement. An Advertiser’s acceptance of an Affiliate only extends to the entity or person who subscribes to this agreement with PartnersMy.
(b) Terms of the Program. The details of the Advertiser’s program must be available through the "Network Service". The transactions qualified to be paid, are defined by the Advertiser. The Advertiser may change any of the payment commissions subscribed to in the terms of the program following a written notice, being this noninferior to seven natural days, through the "Network Service" and being effective on the eighth natural day of shipment of the written notice (or later if specified by the Advertiser).
(c) Additional terms. Affiliates and Advertisers may enter into contractual direct relationship through the "Enroll in Program" process through the electronic agreement hosted by PartnersMy ("Electronic Agreement") or by an offer sent by the Advertiser through the "partner area" in the "Network Service" ("offers"). It is the Affiliate’s obligation to revise, to accept or reject an offer or electronic agreement when it is presented to him. If accepted, the liability is wholly of the affiliate. The special terms of the Advertiser’s campaign may be subject to or conflict with this agreement and shall apply only to the Affiliate’s relationship with this particular Advertiser.
(d) Prohibited use of links
(i) Locations. You cannot advertise links to the "Website(s)" or content of the advertiser in newsgroups, bulletin boards, blogs, unsolicited email or any other type of SPAM, links directories, counters, chat rooms or third-party guestbooks. Affiliates using IRC channels, instant messages, or similar Internet resources must designate his program with a request for verification and manual acceptance by the Advertiser.
(ii) Non-goodwill transactions. The Affiliate must advertise to the Advertiser without confusing the Visitor, and in a way that links directed towards the Advertiser’s "Website" are goodwill transactions. He shall not be liable for any transactions that do not come in good faith, including, but not limited to, the use of any device, program, Robot, IFrame or Navigators/Hidden IFRAMEs, except when this has been agreed in writing with the Advertiser. The Affiliate will not be remunerated for his Transactions when the affiliate or his agent is the Visitor. Multiple records that come from the same individual, entity, or IP address can be considered as non-goodwill transactions. The Affiliate will not earn remuneration on non-goodwill transactions.
(iii) Infringements. None of the Affiliate’s promotional activities must infringe the Advertiser’s proprietary rights (including, but not limited to, the rights of the brand image), PartnersMy’ property rights or any third party’ property rights.
(e) Update of links. If an Advertiser’s links are not dynamically updated through the "Network Service", after receiving a notification, the Affiliate will be obliged to update the Advertiser’s links to be able to collect their rewards.
2. Affiliate’s obligations respect to PartnersMy.
(a) Veracity, of updated information. The Affiliate agrees to provide PartnersMy and the Advertiser with updated and truthful information about him and his promotional methods, and keep this information updated in his "Account" section (as his contact details, websites…). In his account, the Affiliate must be accurate, clear and fully describe all his promotional methods, selecting the appropriate descriptions and supplying the necessary additional information when requested. Some promotional methods will be defined by the system as "special". Special programs will be linked to promotional methods considered unique and require approval and Manual acceptance by the Advertiser. PartnersMy reserve the right to define any program as special.
(c) Promotional methods. You represent and warrant that you will not incur in spamming, indiscriminate advertising or unsolicited commercial email or any other exception that is included but not limited to the privacy and electronic communications standard (2002/58/EC), the electronic signature standard (1999/93/EC), the e-commerce standard (2000/31/EC), the standard for distance contracts (97/7/EC), Data Protection Acts 1988; 2003 and Norma 95/46/EU, and any other European regulations, decisions or guidelines on data protection published by the Spanish Data Protection Commission (or successive legislation) as may be included in any national law/legislation, laws and/or regulations affecting email marketing and/or communications. You represent and warrant that you will not include pop-up or pop-under advertising using proprietary and/or third-party services (software). Pop-up/pop-under are accepted in the first place if they are launched by your website or by a downloadable software of which you are the owner. Pop Up/Under delivered through downloadable software cannot make forced clicks or redirect, or pop on a pay-per-click list or results of a natural search. Pop Up/Under must stay true to the requirements of the PartnersMy’ Affiliate Code of Conduct (such requirements may be modified at any time) including but not limited to: (i) installation requirements (ii) end-user agreement requirements (iii) requirements prohibiting the encroachment of transactions that otherwise may result in a commission to another affiliate (e.g. If they are finally detected and subsequently clicked through a link from the same advertiser) and (iv) non-interference to referrals from advertisers/competitors.
(d) Personal and identifiable information from visitors. You agree and ensure that you will not activate the tracking code to collect identifiable information from visitors that would allow PartnersMy to identify visitors.
(f) Applicable codes and maintenance codes. So that PartnersMy can collect the tracking of the visitors’ transactions resulting from a click on the advertisers’ links promoted by yourself, you must include and maintain a "tracking code" of PartnersMy included in the advertiser’s link. All the Advertiser’s links and all advertisements (ad content) must be in a compatible format in the Network Service.
(g) Use and security of your account. You will be responsible for all the use and activity of your account and for the loss, theft or misuse of your password. You must notify PartnersMy through a written statement any knowledge of unauthorized use of your account or hole in your account security.
3. Services PartnersMy.
(a) Tracking of transactions/Payments. PartnersMy must determine (if it is possible) the updated payments that should be deposited into its account. PartnersMy may, under sole discretion, request an estimated payment quantity, if: (i) you are sending Visitors to the advertiser as verified clicks through links to the advertiser that include the tracking code PartnersMy (ii) where there was an error in the transmission of the tracking code data to PartnersMy, and (iii) where PartnersMy is capable of conducting an analysis of the history of its promotions on the Advertiser and determining an equitable amount of the estimated payments.
(b) Cancellation of charges. An Advertiser may apply, or PartnersMy may apply, a debit on your account with an equivalent amount to pre-credited payments in your account under the circumstances of: (i) return of products; (ii) duplicate information or any other error; (iii) Transactions of non-good faith; (iv) Payments not received, or return of payments by the visitor to the Advertiser; (v) The Affiliate does not conform to the terms of the advertiser’s program or any other agreement with the Advertiser, or (vi) when any calculated payment in accordance with the clause 3 (a) (ii) or (iii) an excess of the amount due to you ("cancellation of charge") is subsequently known. Cancellations can be applied to your account at any time, including previous cycles of payments
(c) Access to reports and follow-up tools. PartnersMy must provide an access to the reporting and tracking tools, and technical support. On occasion PartnersMy could offer you some extra services in exchange for a fee. Rates for these optional services will be those published by PartnersMy at that time or they will be calculated by PartnersMy and will be paid in advance or may be deducted from the positive balance in your account (to decision of PartnersMy). Customer transaction tracking details are not available in real time for all Advertisers, and delays in transaction reporting for some Advertisers may occur. PartnersMy could make available, for a rate that PartnersMy will publish at the moment, improvements in reports capabilities and other services not included in the standard Network Services.
(d) Support. Support for your program is available on-line through the "contact" area on the Control Panel of PartnersMy, which allows you to categorize and describe your incident. Online Help also allows you to check the status of all your incidents through the "status of your question" option. Telephone support may be available for certain hours on weekdays.
(e) Facilitating commissions payment. Subject to other provisions in this agreement, PartnersMy must credit your account with the commissions for each qualified transaction in accordance with the payment commissions collected under the terms and conditions for the timely transaction. Day 20 of every month, PartnersMy will send any positive balance by the received transactions of the previous month of your account, as long as your account balance exceeds the "minimum requirement". PartnersMy will not be obliged to make the payment of any commission for which PartnersMy have not received the payment by the Advertiser of all amounts due to PartnersMy (including all commissions due by a given advertiser to all affiliates of the Advertiser) If PartnersMy choose, at its own discretion, not to make payment for amounts not received from the advertiser, such amount shall not be included in the "Minimum Balance sheet". Your appeal to any won and unpaid commission shall be against the relevant advertising company, and PartnersMy waive any liability for such payment. You can choose to receive your payment in any of the currencies that are supported by PartnersMy (can be modified by PartnersMy). Exchange rates must be determined in accordance with the operating standards of PartnersMy using the effective exchange rates at the time of the transfer, or on the historical if it was not available at that time. The number or amount of transactions, commission credit, and account debits, calculated by PartnersMy, must be final and binding to you.
(f) Inactive accounts. If an affiliate account has not been credited with any validated transactions and has not been accounted during a cycle, after a period of six consecutive months, an inactive account fee will be applied on the affiliate account each month that the Affiliate account remains as an open inactive account or until your account balance equals zero, then the account will be deactivated. Transactions will not be considered if the transaction becomes a cancellation of a charge into account.
(g) Negative accounts. You may have a negative balance if your account is deducted prior commissions for charges of cancellations and if you do not have an adequate account balance to cover the charge for cancellations. When you have a negative account balance, you must immediately send a payment to PartnersMy with an enough amount to hold your account with a balance equal to or greater than zero.
(h) VAT. For VAT jurisdictions, PartnersMy and the Affiliate of this agreement recognize and accept that PartnersMy will provide the Affiliate with an added value (VAT) rate on the invoice. The Affiliate agrees to receive the invoices with VAT with respect to the income or with respect to other amounts under this agreement. PartnersMy will complete invoices showing the Affiliate’s address, VAT registration number, along with all the details that constitute a full VAT invoice. The Affiliate agrees to immediately notify PartnersMy if the Affiliate is no longer registered with the VAT number provided to PartnersMy, if there have been transfers or sells of your business or you register with a different VAT number. In the event of changes to the affiliate in the VAT register, PartnersMy and affiliates must update the VAT registration data. In this case PartnersMy outsource your responsibility for the issuance of VAT invoices under this agreement to a third party. These conditions will be automatically extended with this agreement.
4. Property rights.
(a) Linking advertisers. For each Advertiser’ program in which the advertiser has been accepted, the Advertiser is guaranteeing the right to show and link to the Advertiser’s website or website content in accordance with The Advertiser’s program for the limited purpose of promoting the Advertiser’s program, subject to the terms and conditions of this agreement. Your use of the links means your acceptance to refrain from copying or modifying any icon, button, banner, graphic file or content deposited in the link, including, but not limited to refraining from deleting or altering any copyright or trademark notice. Between PartnersMy and the Affiliate, PartnersMy have the rights and any information concerning about the visitor that you refer to the Advertiser through PartnersMy.
(b) Use of your brand by PartnersMy. You authorize PartnersMy to use their trademarks, brand services, trade names, and/or copyrighted material that you contribute to PartnersMy through your account to promote your participation in the Network Services.
(d) Withholding of rights. All proprietary rights of the Advertiser, you, and PartnersMy, and any benefit that may arise from such rights, shall apply to the benefit of the Advertiser.
(e) Non-issue with the rights of PartnersMy/Owner. You acknowledge that you will not get ownership of the trademark rights of PartnersMy, trademark services, trade names, URLs, copyrighted material, patents and patent applications, and agree not to question the property rights of PartnersMy. You acknowledge that you will not get ownership of the rights of your Advertiser’s proprietary rights and agree not to question such proprietary rights of the Advertiser.
(a) Obligation. You or PartnersMy may provide the other party with information that is confidential and owned by a third party, by being designated by the revealing party or reasonably understood to be proprietary and/or confidential ("Confidential Information"). The receiving party agrees to make reasonable commercial efforts, but under no circumstances less than what it is used to protect its own confidential information, to maintain confidentiality and to protect any proprietary interest of the revealing party. Confidential information should not include (even if designated by any party) information: (i) that comes from the public domain through a non-act or omission of the receiving party; (ii) to be legally received by the receiving party of a third party without restriction on the use or disclosure and without breach of this Agreement or any other agreement without knowledge by the receiving party of any failure to comply with the fiduciary duty, or (iii) that the receiving party was already in possession before the date of this agreement, you must destroy or return to PartnersMy any confidential information provided by PartnersMy to you under this agreement.
(b) Information provided by the Advertiser/third parties. You agree that PartnersMy may, but is not obligated to, provide your email address and basic information about your account (including but not limited to your address, phone and fax number, website name, date that the website or email subscription entered first in the operation, and visitor chart by country) to the Advertiser. PartnersMy may provide to one or all the advertisers, transactions and tracking code information to the Advertiser referred by that visitor, and to any third parties under the sole discretion of PartnersMy, including but not limited to all regulatory, legislative and judicial bodies, and in accordance with allegations and claims of infringement of property rights. PartnersMy reserves the right to be able to use the tracking code information provided, which may include: performance statistics information to analyze Network Service trends, monitor network services efficiency, maintain the integrity of the tracking code, promote efficiencies and capabilities of Network Services, and promote your performance and your website to the Advertiser.
6. Terms, extinction, deactivation and warnings.
(a) Terms. This agreement will begin with your indication since you have accepted this agreement by providing the necessary information and "clicking" on the Acceptance button on the PartnersMy website and shall continue until the termination of the agreement with the terms of this agreement. This agreement may be terminated by either party after a 15 working days’ notice. This agreement may be terminated immediately by the non-fulfillment of this agreement by your side. Your account may be deactivated during the investigation of non-compliance with this agreement. If this agreement is terminated for non-compliance, you will not be allowed access to a new Publisher services agreement through click, and any attempt will be deemed void and prohibited, unless PartnersMy, in its own discretion, determine otherwise and confirm such a decision writing you.
(b) Extinction on the part of the Advertiser. An advertiser may terminate its relationship with you, with one of its web pages, or promotional methods for any reason after a written notice of 7 working days with effect on the eighth working day.
(c) Termination or deactivation by PartnersMy. PartnersMy may terminate the relation with you, one of your websites, or your promotional method use, for an advertiser program, at any time at the discretion of PartnersMy. Failure to comply with any of the sections of this agreement is an immediate cause of termination of an advertiser program and/or termination of this agreement and may result in the charge on account of one or more payments. PartnersMy can temporarily disable or finish your account if: (i) you or your agent are responsible for improper operations of the ad content, or if you interfere and/or fail to maintain the tracking code, (ii) Your account has not been logged in (entered into the system) and/or there has been no credited transactions to your account for a period of 30 working days, (iii) you maintain a negative balance in your account, (iv) PartnersMy determines that you are diluting, fogging or clouding the property rights of PartnersMy, (v) You begin processes to question the property rights of PartnersMy, or (vi) third parties (including advertisers of PartnersMy) denies you the right to use any link, domain name, brand, branding, branding or right to offer any of their services on their website, or through any of their promotional methods. To the termination of this agreement, or in case of account deactivation, you should not accumulate commissions in your account, including but not limiting, subsequent sales and/or registers through click effected before extinction.
(d) Program and offer extinction. Programs and offers can be interrupted at any time.
(e) Notifications. Unless otherwise stipulated elsewhere in this agreement, both parties shall send all notices relating to this agreement in writing by email to: (a) PartnersMy Affiliates, Division of Riverside Marketing S.L. [email protected] (b) (ii) in case we have to contact you, we will use the address or fax number indicated on your account. Notifications will take effect either at the time of effective reception by the notified party (or refusal to accept the receipt, if any) or, if applicable, five (5) working days after the date of dispatch.
(f) Post-termination. Upon completion of this agreement, any outstanding payment shall be paid by PartnersMy in a maximum of 90 working days from the termination date, and any debit balance must be paid by you to PartnersMy within 30 working days after termination of the agreement. All payments are subject to recovery of account charges. Upon completion of this agreement, any permission offered under this agreement will be terminated, and you must immediately remove the links from the Advertiser. Provisions of this Agreement which, by their nature and context, survive the termination of this Agreement, shall outlive the termination of this agreement in extension and as long as is necessary to preserve the rights of the parties under this agreement to accumulate before termination.
7. Representation, warranties, exemptions and limitations.
(a) Business operations. Each party will make reasonable commercial efforts to keep its website operational during normal business hours. However, the parties agree that it is normal to have a certain number of falls of the system and agree not to receive each or its advertiser responsible for any consequence of such service interruption. PartnersMy may modify its Network Service, or to supply the Network Services, or a portion thereof, at any time.
(b) Authority. Each party represents and warrants to the other party that the person executing this agreement is authorized to do so on behalf of that party. If you are an individual, you represent and warrant that at least you are 18 years old at the time of making this agreement effective.
(c) Non-infringement of warranties. You represent and warrant that: (i) you have all the appropriate authority to operate, and on any and all content on your website; (ii) You have all the appropriate authority in any promotional method you use; (iii) your website and its promotional methods will not infringe third parties, advertisers of PartnersMy, property rights; and (iv) you must remain solely responsible for any and all websites owned and/or operated by you and all of your promotional methods. PartnersMy must not be under any obligation, and in practice may not, review all content on your website as well as review your promotional methods. You will remain solely responsible for the content of your website and its promotional methods.
(d) Compliance with the laws. You are responsible for compliance with the requirements of all relevant legislation (including subordinated legislation and the rules of all relevant regulations for the authorities) in force or applicable in Spain or any other applicable territory, and warrant that no promotional method used by you or content of your website will exclude PartnersMy of any process or any other means.
(e) Limitation of liability. WITH THE EXCEPTION OF THE EXCLUSIONS IDENTIFIED IN THE POINT 7.(a),ANY LIABILITY FOR PartnersMy UNDER THIS AGREEMENTSHALL BE LIMITED TO THE TOTAL OF ALL FEES PAID AND PAYABLE BY PartnersMy TO YOU, AND INTEREST PAID AND PAYABLE BY PartnersMy TO YOU FOR THE PERIOD OF TWELVE MONTHS PRECEDING THE DATE ON WHICH THE CLAIM WITH THE EXCEPTION OF THE EXCLUSIONS IDENTIFIED IN PARAGRAPH 7. (A). YOU ACCEPT UNDER THIS AGREEMENT THAT PartnersMy WILL NOT RESPOND IN FRONT OF YOU, OR ANY THIRD PARTY (INCLUDING WITHOUT LIMITATION A CLAIM BY A PUBLISHER OR NETWORK SERVICE ADVERTISER), FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES, INCLUDING, WITHOUT EXHAUSTIVE INTENT , LOSS OF TRADE, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIMS.
(F) Disclaimer of warranties. EXCEPT AS EXPRESSED AND PROVIDED IN THIS AGREEMENT, TO THE MAXIMUM EXTENT POSSIBLE UNDER THE APPLICABLE LAW, PartnersMy EXCLUDES ALL EXPRESSED OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF THE RIGHTS OF THIRD PARTIES, (B) THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS, (C) THAT THE METHODS OF SAFETY OF PartnersMy ARE SUFFICIENT, (D) IN TERMS OF CORRECTNESS, ACCURACY, OR RELIABILITY, OR (E) IN THE FACE OF DISTURBANCE WITH THE ENJOYMENT OF THE AFFILIATE’S INFORMATION (WEBSITE). ALL INFORMATION AND COMPUTER PROGRAMS PROVIDED IN THE COURSE OF THIS AGREEMENT MAY CONTAIN FAILURES, NOT TO BE EXACT, THE CUSTOMER KNOWS AND ASSUMES THESE FEATURES. PartnersMy IS, UNDER NO CIRCUMSTANCES, RESPONSIBLE FOR THE PRACTICES, ACTS OR OMISSION OF ANY ADVERTISER OR AFFILIATE, OR THE WEBSITES OF ANY OF THE ADVERTISERS OR AFFILIATES, AND/OR THE CONTENT OF AN ADVERTISER’S WEBSITE OR THE CONTENT THAT AN ADVERTISER MAKES AVAILABLE THROUGH A NETWORK SERVICE.
(g) Resources. No resource or choice should be estimated exclusively but could, where possible, be accumulated with other resources in law or equality.
(h) Bargaining benefits. THE PROVISION OF THIS SECTION OF SECTION 7 IS AN ESSENTIAL ELEMENT OF THE BENEFIT OF THE NEGOTIATION REFLECTED IN THIS AGREEMENT.
(i) No liability for death or personal injury. Nothing in this agreement limits or excludes the liability of any party for fraud or negligence that causes death or personal injury.
8. Obligation to indemnify Affiliates.
Affiliates should defend, indemnify and maintain PartnersMy and their advertisers safe from claims, complaints, claims, damages, liabilities, losses, penalties, interests, resolutions and judgments, costs and diets (including attorneys’ fees) incurred, claimed or sustained by third parties, including but not limited to the advertiser, directly or indirectly as a result of (a) breach of this Agreement by the Affiliate, (b) Violation of any law by the Affiliate, or an alleged violation of the law by PartnersMy, which is the direct or indirect result of the use of the Network Service by an Affiliate. (c) Use of the Affiliate Network Service (d) Affiliate’s participation in any program, any content, goods or services offered, sold or otherwise made available by the Affiliate to another person (f) acts or omissions done by the Affiliate in the use, display or distribution of any internet link obtained from Network Services or any other site, including but not limited to the use of the affiliate of internet links via email distribution (g) any claim that PartnersMy is obligated to pay as the tax obligations in connection with payments made by the Affiliate as agreed in this Agreement and/or any advertiser program, and (h) any violation or alleged violation of the Affiliate of the rights of another, including the Violation of intellectual rights of a person or entity (each-(h) individually referred to hereafter as a "claim") no claim shall end in a duty of indemnity under this section 8. PartnersMy must be notified immediately by the Affiliate, in order to participate in the defense of such claim. Such participation in the defense should not waive or reduce the obligations of the Affiliate to indemnify or maintain PartnersMy unpunished. The Affiliate should not establish any claim without the written consent of PartnersMy. The Affiliate shall also be responsible for any reasonable costs of attorney fees or any other costs incurred by the party in the investigation or compliance of this section 8. In the context of this section 8 only, the term PartnersMy must include office managers, directors, employees, corporate affiliates, subsidiaries, agents, and subcontractors.
(a) Headings and references. Section headers are for convenient references only. Words quoted in quotation marks and uppercase mean abbreviations or terms defined for words or terms, including those definitions contained in the entry paragraph.
(b) Third party disputes. In the event of a third party claim against: (a) intellectual property of PartnersMy; or (b) against the PartnertsMy rights to offer any good or service on PartnersMy’ website or if, in the opinion of PartnersMy, such claim is similar, PartnersMy shall have the right, at its sole option and sole discretion, to (i) ensure the right at the expense of PartnersMy to replace or modify it to make it non-vulnerable or without embezzlement.
(c) Relationship between the parties/rights of third parties. The relationship of the parties to this Agreement shall be exclusively contractual, and nothing contained in this Agreement shall be construed in any other way. Nothing in this agreement or in the business or agreements between the Parties shall be construed to build a joint venture or partnership between them. Neither party should do anything to suggest to third parties that the relationship between the parties is nothing more than an independent contract. You agree that your consent is not necessary to amend any agreement with advertisers.
(d) Selection of law/attorney’s fees. This agreement is subject to Spanish laws. The view of any of the referred actions in this contract shall be in the Spanish courts. You consent to this venial and jurisdiction. A party that first prevails in an action brought under this agreement is authorized to recover from the other party reasonable attorney’s fees and costs.
(e) Force majeure. No party shall be liable for any failure or delay in the performance of their obligations below for any reasons beyond the reasonable control of the parties, including but not limited to electrical blackouts, internet server failures , default internet disruption duties (including without limitation denial of service attacks), riots, insurrection, acts of terrorism, war (or similar), fires, floods, earthquakes, explosions, and other acts of God.
(f) Exclusions/waivers. If any provision of this agreement is deemed by any court of competent jurisdiction to be illegal, void or prohibited or against the published policy, the remaining supply of this Agreement shall remain in full force and effect. The Parties shall in good faith attempt to amend any invalidated supply to continue with the intentions set out in this agreement. The waiver of any breach of supply under this Agreement by any Party shall not be deemed to be waiver of any precedent or subsequent breach, should no waiver constitute a permanent waiver.
(g) Assignment and knowledge. No party may assign this agreement without the express written permission of the other party. Without prejudice to the foregoing, your consent will not be required for assignment or transfer made by PartnersMy (1) Due to operating laws, or (2) to an entity that substantially acquires all the shares of PartnersMy, business assets, or (3) to a relative entity (e.g. parents or parent subsidiaries). The use of the Network Service is irrefutable, and you confirm that you have read, understood and decided each one and all the terms and provisions in this agreement. PartnersMy can establish at any time rules and regulations concerning the use of the Network Service as published by the Network Service and incorporated here.
(h) Marketing. The Affiliate agrees that PartnersMy can identify you as an affiliate of PartnersMy in a list of clients and that you can use the name of the Affiliate and/or logo only for your marketing material purposes. Any other use of the name of the affiliate or logo that is not described and provided herein requires the prior written consent of the Affiliate.
(i) Entire agreement, assignment and correction. This agreement, including the introduction, contains the full understanding and agreement of the parties and there are no promises, representations, agreements, warranties or submission of any of the parties, either oral or written, except the ones contained in this agreement. This agreement may only be altered, modified or corrected by an instrument that is chosen by each party of this agreement by verifiable means including without limitation written instruments signed by the Parties or through a click through a Knowledge of conformity. No leading of this Agreement shall be binding unless it is agreed upon by both parties. Without prejudice to the foregoing, PartnersMy must have the right to change, modify or correct ("change") this agreement, wholly or partially, by issuing a revised agreement at least 14 business days prior to the effective date of such change. Your use of Network Services after the effective date of such change will be deemed to be your acceptance of such revised agreement.
IF YOU ARE AN INDIVIDUAL, YOU REPRESENT AND WARRANT THAT AT LEAST YOU ARE 18 YEARS OLD AT THE TIME OF MAKING THIS AGREEMENT EFFECTIVE.