These terms and conditions govern the relationship of any person or entity participating or intending to participate in our Affiliate Marketing Service (the "Publisher-Affiliate Service" or the "Service") through the Widitrade Platform (the "Platform" or the "Portal")
By registering and completing the Affiliate Registration Form accessible from the Widitrade portal, in which you must select the campaigns in which you intend to participate as an Affiliate, you accept this Agreement, including the particular policies or conditions that are linked to the Affiliate Service that will be defined throughout this Agreement. or, as well as those policies or conditions that may be included within the Platforms and that will form part of this document as they are understood to be incorporated as Annexes to this Agreement.
This Agreement will come into force once Widitrade has validated and accepted you as an Affiliate in relation to your request via the Portal Advertiser Form.
Once you have accepted the Affiliate Service conditions, you will be considered as a "Publisher, Editor, Affiliate" binding on the natural and/or legal persons you have identified yourself with on the Publisher, Editor, Affiliate form. In any case, the Affiliate shall maintain a business relationship with Widitrade, integrated into a production process for the generation of income; therefore, in no case shall it be understood that it is acting as a Consumer and/or User.
As an Affiliate of Widitrade, and through the Control Panel identified in the "User Registration" clause of this Agreement, you can request the Products on which you wish to provide the Affiliate Service, and you will be offered those particular conditions and characteristics associated with the Products/Services so that you can know them. Each campaign may have particular conditions or different characteristics, which will be made known to the Advertiser. By sending a request to Widitrade, you are accepting and undertaking to comply with the particular conditions associated with the Products and Services, in addition to this Agreement, so that non-compliance with part or all of these constitutes a material breach of this Agreement and will allow Widitrade to terminate and render this Agreement null and void. Once the request has been made by the Affiliate, Widitrade will accept or reject it at its sole discretion. In the event of acceptance, the Affiliate will be provided, in accordance with this Agreement, with the materials necessary to carry out the Affiliate Services.
In particular, if you as an Affiliate are going to participate in Widitrade's Affiliate Services and are going to promote the advertisers' Products/Services by sending Emails or SMS, by signing this Agreement you expressly guarantee that you have obtained the free, specific, informed and unequivocal consent of the interested parties on the basis of the provisions of Regulation (EU) 2016/679 General Data Protection Regulation (“GDPR”) which you expressly enable for this purpose. Neither Widitrade nor any of our linked entities will be responsible for the breach of this obligation by the Affiliate, who must assume the obligation to respond to the competent supervisory authority, courts or interested parties in the event of a breach of the aforementioned obligation, as well as for any damages that may be caused to Widitrade, collaborating entities and/or interested parties.
Purpose of the Agreement
The Affiliate Service allows you to monetize and earn revenue from your website or page, user-generated content on your social networks, services or online software applications (hereinafter collectively referred to as your "Site" or "Technology"), by placing links on these Sites to products marketed on the Widitrade Portal for the purpose of promoting Advertisers and their respective products, for which only the special link formats should be used ("Advertising Links") that Widitrade indicates to you according to the instructions provided accessible from your Affiliate account or in the area of authorised Widitrade personnel, and comply with the terms of this Agreement.
When purchasers and visitors (the "Customers" or “Clients”) click on an Advertising Link to purchase an item being sold or a service being offered through the Widitrade Portal, or to perform other actions, you may receive commission income from the Service for those eligible purchases as described (and subject to the limitations set forth) in the Payment Area accessible from your Affiliate account.
In order to facilitate the advertising of these items or services, Widitrade may provide and make available to you data, images, text, link formats, widgets, links, marketing content and other linking tools, Platform application interfaces and any other information related to the Affiliate Service (the "Advertising Content"). Data, images, text or any other information or content relating to product offerings on any site other than the Widitrade Portal are expressly excluded from the Advertising Content. Consequently, you may only use the Advertising Content provided by Widitrade.
Customers are not and do not become, by virtue of their participation in the Affiliate Service, customers of the Affiliate. Consequently, all prices, conditions of sale, rules, policies and operational procedures relating to the ordering and sale of products and customer service contained in the Widitrade Portal shall also apply to such customers and may be modified at any time.
The Affiliate may not deal directly with, address, or manage any contact received from any of the clients; and, if any of these clients should contact you for a matter relating to your interaction with Widitrade, you must tell them that the clients are required to follow the contact instructions on our Portal to contact customer service.
The Affiliate may, at his or her own discretion, request from Widitrade through the Control Panel of his or her account, the Products on which he or she is going to carry out the campaign and which are accessible through the Platform. Widitrade may approve or reject such requests at its own discretion. The Affiliate may promote the chosen Products, once validated by Widitrade, and always with the constant approval of Widitrade.
Incorporation into the Affiliate Service and Identification as an Affiliate
In order to start the registration process, you must fill in and submit an application to participate in the Affiliate Service through the Form accessible from the Widitrade Portal, duly and completely filled in, specifying the Site or Technology in which you will be participating. Your Site/Technology must contain original content and be available to the public through the website address provided in the application. We will evaluate your application and notify you of our acceptance or rejection of your application at our sole discretion. If your Site/Technology is deemed inappropriate, it will not be eligible for inclusion in the Affiliate Service. Registration with the Affiliate Service is free of charge.
The Affiliate must maintain complete discretion and confidentiality of their credentials, as they are fully responsible for their safekeeping and conservation, as well as the consequences that may arise from their use by unauthorised third parties. In this sense, the Affiliate exempts Widitrade from any responsibility caused by the loss of their username or password and/or their use by unauthorised third parties.
In your Affiliate account you will be able to access the sections of Content, Products, Offers, Approved offers, Statistics, Configuration and Billing and Payments, in which you will be able to access the following information and/or perform the following actions
- Change the currency and also where different Cookies can be implemented in the account to monitor media buying activity.
- Information related to the payment history and status of the Affiliate's payments.
- Change the username, password and language of the Platform
- Information on monetization in real time.The only data accepted will be the information that Widitrade has on its platform.
- Access to available offers and promotions, request offers in which you are interested in promoting yourself and be notified whether the request has been granted or denied.
- Information in relation to statistics and results concerning audience sending and visits to offers included in the Widitrade affiliate portal.
Inadequate Site/Affiliate Technology
Inappropriate sites/technology are those that:
(a) promote or contain sexually explicit or obscene materials;
(b) encourage violence or contain violent materials, or encourage, support or incite potentially harmful or dangerous acts;
(c) encourage or contain false, misleading, defamatory or libelous material;
(d) promote or contain materials or activities that incite hatred, harassment, or harm or invade the privacy of others, or are abusive or discriminatory in nature (including on the grounds of race, color, sex, religion, nationality, disability, sexual orientation or age);
(e) encourage, develop or carry out illegal activities;
(f) are directed at children or knowingly collect, use or disclose personal information from children under the age of 13 or any other applicable age threshold (as defined in applicable laws and regulations); or violate any laws, ordinances, rules, regulations, orders, licenses, permits, guidelines, codes of practice, industry standards, self-regulatory standards, court rulings or decisions, or other requirements of any applicable governmental authority relating to child and consumer and/or user protection.
(g) include any trademark not authorized by Widitrade, in any domain name, sub-domain name, tag or Affiliate ID number, or in any username, group name or other form of identification on any social networking site; or
(h) in any other way, infringe industrial or intellectual property rights.
We will decide on the suitability of your application at our sole discretion. If we deny your application for reasons of inappropriate content, you may reapply at any time after you have met our eligibility requirements. Notwithstanding the foregoing, if at any time (1) we reject your application for any other reason, or (2) we terminate your account for breach or abuse (as determined in our sole discretion), you may not attempt to rejoin the Affiliate Service without our prior approval.
Updating your affiliate information
You must ensure that the information collected in your Affiliate Service registration application and any other information related to your account, including your email address, other contact information, as well as your Technology identification, is always and at all times complete, accurate and up-to-date. We may send notices, approvals, and other communications regarding the Affiliate Service and the Agreement to the email address associated with your account at the time, as well as display information on your Affiliate Account Control Panel. You will be deemed to have received all notices, approvals, and other communications sent to that email address, even if the email address associated with your account is out of date or no longer valid.
You have the obligation to keep your information as an Affiliate permanently updated and to always provide real information that allows adequate contact with you.
Identification as a member once your registration has been validated
As an Affiliate of Widitrade, you may only identify yourself as such and may not make any communication and/or representation on behalf of Widitrade or assume any obligation or commitment on behalf of Widitrade without our prior consent. Likewise, you may not make clients understand, either directly or indirectly, that you are acting on behalf of Widitrade or that you are Widitrade.
Obligations of the Affiliate Service.
In order to participate in the Affiliate Service and receive the corresponding commission income, you must comply with the provisions of this Agreement.
You must also provide us, as soon as possible and without delay, with any information we request to verify your compliance with the provisions of this Agreement.
In the event that you breach this Agreement, or the terms and conditions of any other applicable marketing agreement, Widitrade may suspend payment of any commission and terminate this Agreement immediately. The suspension of commissions may be extended to all accruals even if they are not directly related to the reason for the violation. This suspension and/or termination of the Agreement may be carried out on the mere suspicion of a breach without the need for prior notice. However, Widitrade will attempt to notify you through the means of communication normally used between the parties.
The Affiliate represents, guarantees and agrees to:
Widitrade makes no representations or warranties of any kind regarding the volume of traffic or the amount of commission income you may expect, at any time, as a result of your participation in the Affiliate Service and Widitrade assumes no liability for any decisions and actions or omissions made by you prior to, during or upon termination of your participation in the Affiliate Service.
Requirements for Advertising Links
Once you have submitted your application to the Affiliate Service, you will be able to display Advertising Links on your Technology.
In the event that we inform you that your Technology does not qualify to use certain types of links, you must and agree to stop displaying those links on your Technology.
You will be solely responsible for the content, style and placement of each link you place and display on your Site/Technology, and for ensuring that the Advertising Links (whether created by you or made available by us) include the necessary formatting so that we can properly track customer referrals and referrals from your Site/Technology. You should refrain from inciting customers to add as favorites your Advertising Links.
With Widitrade's approval and communication, the Affiliate may add or remove Products (and the corresponding Advertising Links) from its Site/Technology, at any time through the Panel accessible in the Affiliate area. The Advertising Links must give access to the Products.
You may not and must not make inaccurate, general or excessively broad, misleading or otherwise deceptive statements about any Product, Widitrade Site or our policies, promotions or prices.
Prices and availability of the Product may vary at any time. Because prices and availability of Products you include on your Site may vary and change, your Site/Technology will only be able to display price and availability information if:
(a) we provide you with the link showing such price and availability data; or
(b) you obtain the price and availability data of the Product through the access provided by Widitrade.
Responsibility for your Site/Technology
You shall be solely responsible for your Site, including the development, operation and maintenance thereof, and for all materials appearing on or in the Site. For example, you will be solely responsible for:
(a) the technical functioning of your Site and all related equipment;
(b) display the Advertising Links and Advertising Content on its Site/Technology in accordance with the provisions of the Agreement, and with all laws, ordinances, rules, regulations, licenses, permits, guidelines, codes of practice, industry standards, self-regulatory standards, judgments, decisions or other requirements of any relevant government authority, including those relating to the disclosure of electronic marketing information, data protection and privacy (e.g., if applicable, Directive 2002/58/EC (Directive on privacy in the electronic communications sector), and General Data Protection Regulation (GDRP) (EU) 2016/679), and any agreement between you and any other person or entity (including any restrictions or requirements imposed on you by the person or entity hosting your Site/Technology);
(c) create and publish materials that are posted on your Site/Technology and ensure their accuracy, completeness, appropriateness and appropriateness (including all Product descriptions and other materials related to the Product, and any information you include in or associated with Special Links);
(d) use the Service, its Site/Technology and the materials on or within its Site in a manner that does not infringe, violate or misappropriate our rights or those of any other person or entity (including copyright, trademark, privacy, publicity or other industrial or intellectual property rights)
Content of your Site/Technology.
You shall be solely responsible for the content of your Site/Technology and you shall ensure and guarantee that
Upon our request, you must provide us with a written certificate that you have complied with the Agreement, both generally and with respect to any specific provisions thereof. Refusal to provide, or failure to provide, such a certificate at our request shall constitute a material breach of this Agreement.
In order to determine the commission income for each Affiliate Product/Service generated by your Affiliate Services, through the Control Panel enabled in your Affiliate area you can view and verify the amounts for each product marketed. The minimum amount to proceed with the payment to the Affiliate is 1000 €, until this amount is reached, Widitrade will not pay the commissions to the Affiliate.
In this regard, provided that the advertiser has respected the terms and conditions of this Agreement, and those particular conditions associated with the Products to be promoted, the Advertiser will receive the commissions for the advertising campaigns carried out in relation to the Products previously validated by Widitrade, and in accordance with the Tariffs identified in the Advertiser Control Panel on the Platform.
The payment of the amounts generated as commissions will be made within a maximum period of sixty (60) days by the means that the Affiliate has selected in the Registration Form according to the enabled modalities indicated in the Platform Panel. The Parties may agree to change the means of payment, provided that it is accessible from the Platform.
As an Affiliate you will be obliged to pay any applicable taxes in accordance with applicable regulations, Widitrade may make any deductions from commission payments that may be applicable in accordance with the provisions of current legislation.
The Affiliate must comply with all the requirements demanded by the applicable legislation in order to be able to carry out their activity, such as registering with the appropriate tax system, paying social security for the activity they carry out, etc. Widitrade does not assume any responsibility for the failure of Affiliates to comply with their fiscal, tax and/or social security obligations.
This Agreement shall enter into force at the time of acceptance of the conditions through the website and or by signing it, if it is formalized in physical documents, provided that they have been previously validated by Widitrade.
This Agreement shall be concluded for a period of 12 months and shall be automatically renewed for an equal period unless either party requests its termination.
Termination of the Membership Service Agreement
Either party may terminate this Agreement at any time, either with or without cause, by giving written notice to the other party through the means of communication customarily used by the parties in their relationship. In such case, the termination of the Agreement shall be deemed effective and shall take effect seven (7) calendar days after the date of such notification.
You may notify the termination of this Agreement through the Control Panel by logging into your account and selecting the option to close your account in the "Account Settings" tab.
In addition, Widitrade shall be entitled to suspend or terminate this Agreement with immediate effect in the event of a justified reason;
Upon termination of this Agreement, we reserve the right to withhold, for a reasonable period of time after such termination, the corresponding fee income earned and payable, to ensure that the correct amounts are paid.
Upon termination of this Agreement, for any reason whatsoever, all rights and obligations of the parties, including all licenses granted under this Agreement, shall terminate. Termination of this Agreement shall not relieve either party of its liability for breach of this Agreement or otherwise arising under this Agreement prior to termination.
Disclaimer of Liability
The affiliate service the Widitrade portal, the products and services offered on our portal, any special links, link formats, content, advertising content, our domain names, trademarks and logos and all technology, software, functions, materials, data, images, text and other intellectual and industrial property rights, information and content provided or used by us or our related entities or customers on the occasion of or in the context of the affiliate service (collectively, the "Service Offerings") are provided and offered "as is" and "as available".
Neither we nor any of our related entities make any representation or warranty of any kind, whether express or implied, by law or otherwise, with respect to the service offerings. We and our related entities or customers disclaim any responsibility or warranty with respect to the service offerings, including any implied warranties of title, merchantability, satisfactory quality, or suitability for a particular purpose or non-infringement of third-party rights, and any warranties arising under any law, custom, act or practice, performance or trade usage.
We reserve the right to suspend any service offer, or to change the nature, characteristics, functions, scope or operation of any service offer, at any time and as often as we deem appropriate. Neither we nor any of our related entities or licensors warrant that the service offerings will continue to be provided, perform as described, as expected or in a particular manner, or be free from interruptions, inaccuracies, errors or harmful components.
Neither we nor any of our related entities or licensors shall be responsible or liable for (a) any errors, inaccuracies, viruses, malware or service interruptions, including power outages or system failures, or (b) unauthorized access to or alteration, deletion, destruction, damage or loss of your site or any of your data, images, text or other information or content.
The advice or information you may obtain from us or any other person or entity or through the service offerings will not create or imply the creation of any warranty not expressly stated in this agreement. Further, neither we nor any of our related entities or licensors shall be liable or responsible for any compensation, reimbursement or damages of any kind arising from (i) the loss of potential profits or revenues, anticipated sales, goodwill or other advantages or benefits; (ii) any investments, expenses or commitments you make or have made in connection with your participation in the Affiliate Service; or (iii) the termination or suspension of your participation in the Affiliate Service.
Nothing in this clause is intended to exclude or limit or will serve to exclude or limit any warranties, liabilities or representations that cannot be excluded or limited under applicable law.
Limitation of Liability
Neither we nor any of our related entities or customers shall be responsible or liable for any indirect, consequential, special, punitive or any loss of profit, goodwill, use or data arising from the service offerings, even if we were advised of the possibility of such damages. In addition, the total liability arising from the service offerings shall not exceed the total commission income paid or payable to the Affiliate under this agreement in the twelve months immediately preceding the date of the event giving rise to the most recent liability claim. By signing this agreement, you waive any rights or remedies available to you in equity, including the right to claim specific performance of agreed-upon performance, injunctive relief, or any other form of equitable relief in connection with this agreement. Nothing in this clause is intended to limit or shall serve to limit liability which is not capable of limitation under applicable law.
Duty to Compensate
To the fullest extent permitted by applicable law, we disclaim any liability for matters directly or indirectly related to the creation, maintenance or operation of your site (including your use of any service offering) or your breach of this agreement; and you agree to defend, indemnify, hold harmless and hold us and our related entities and licensors, and our and our related entities' and licensors' respective employees, officers, directors and representatives harmless from any and all claims; damages, losses, liabilities, costs and expenses (including attorneys' fees) relating to or arising from (a) your site or the materials on your site, including combining your site or such materials with other applications, content or processes; (b) the use, development, design, manufacture, production, advertising, promotion or marketing of your site or the materials on your site; (c) your use of any service offerings, whether or not such use is authorized by this agreement or in violation of applicable law; (d) your breach of any term or condition of this Agreement (including any Service policy); or (e) your taxes and duties or the collection, payment or failure to collect or pay your taxes or duties, or the failure to comply with tax registration obligations or duties; or (f) any negligent or willful misconduct by you or your employees or contractors.
With respect to Confidential Information provided by either party (the "Disclosing Party") to the other (the "Receiving Party"), the latter agrees by signing this Agreement to:
- To protect, preserve and safeguard such Confidential Information in a reasonable and appropriate manner, or in accordance with applicable professional standards, and at least using measures similar to those used to treat and process their own Confidential Information.
- Use the Confidential Information solely for the purpose of fulfilling your obligations under the terms of this Agreement.
- Refrain from disclosing or revealing the Confidential Information or any part of it to third parties, directly or indirectly, in any way and by any method, without the prior written authorisation of the Issuer.
- Reproduce the Confidential Information only to the extent necessary to comply with its obligations under the terms of this Agreement.
- Disclose or offer access to the Confidential Information received from the Issuer (or any part of such Confidential Information) to its employees, solely and exclusively to the extent that they need to know it in the context of this Agreement, and provided that the Receiving Party has obtained the necessary undertaking of secrecy, confidentiality and non-disclosure from such employees prior to disclosure or before access is offered.
Notwithstanding the foregoing, Widitrade may transmit Confidential Information to its insurers or their legal advisors or may use it for internal quality reviews. This clause will not apply to information that:
- Be or become generally known to the public for reasons not resulting from the breach of any of the obligations contained in this Clause;
- Be already known by the Receiving Party;
- Has been provided to a third party without restriction;
- has been developed independently by the Receiving Party; or
- It has been disclosed in compliance with a legal obligation or a demand from the courts or administrative or government authorities.
The obligations contained in this Clause shall remain in force without limitation even after this Agreement is terminated for any reason.
We reserve the right to modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion, by posting a notice of change to the conditions on the Affiliate Site, or by sending you a notice of such modification by email to the email address you usually communicate with us.
The date of entry into force of such change, except in the case of increases in Commission Income, in which case the change shall enter into force seven (7) calendar days after the date on which notification is given.
Your continuation in the service of affiliates after the date of effect of the corresponding modification will constitute your acceptance of the modifications made.
The Affiliate is aware that this Agreement was originally drafted in Spanish. The Affiliate is aware of this and agrees that in the event of inconsistencies or differences in interpretation between the Spanish version and a translated version, the Spanish version will always prevail.
The Advertiser may not assign the Agreement or any of its rights or obligations without the express written permission of Widitrade, which will not be refused without sufficient justification. Any assignment made in contravention of the provisions herein shall be void and constitute a material breach of this Agreement.
Applicable Legislation and Competent Jurisdiction
The present Agreement is governed by the common Spanish law. The Parties agree to submit any litigious matter arising from or related to this Agreement to the Spanish courts and tribunals of the city of Madrid, expressly renouncing their own jurisdiction, if any other corresponds to them.