These Terms and Conditions are dated 28th July 2021, (the “Effective date“).
Please read these Terms & Conditions (“Terms”, “T&C”) carefully as you are automatically registered as an Affiliate of our Affiliate Marketing Program as a CryptoHero user.
By being registered as an Affiliate, you agree to these Terms. If you are registering as a representative of an entity, you are agreeing to these Terms on behalf of that entity. If you disagree with any part of these Terms, you cannot be registered as an Affiliate and you must inform us by sending an email to [email protected].
You consent to be registered as an Affiliate if and when any of the following occurs:
We may make changes to the Terms from time to time without your approval. You may reject the changes by terminating your registration as an Affiliate. You understand and agree that if you continue your registration with us after the date on which the Terms have changed, we will treat your continuation as acceptance of the updated Terms.
Please refer to Clause “ USE OF YOUR PERSONAL INFORMATION”. and our privacy policy which is available at https://cryptohero.ai/privacy-policy for information about what personal data we collect and what we do with it. It is important that you read our privacy policy, which may be updated from time to time, and understand how we use your information and the rights that you have about your information.
If you have any questions about the Terms, please contact us at [email protected].
1. INTERPRETATION
The following definitions and rules of interpretation apply in this T&C.
1.1 Any reference to “we”, “us”, “our” or the “Merchant” shall represent Novum Global Ventures Pte Ltd a company incorporated under the laws of Singapore and having its registered office at 80 Raffles Place, #33-00, UOB Plaza, Singapore 048624.
1.2 Any reference to “you”, “your” or the “Affiliate” shall represent Yourself with a CryptoHero Account or an Entity or Individual who possesses a valid Referral Code.
1.3 “Consumer” or “Customer” shall mean the person who ends up buying the Product promoted or marketed by you, the Affiliate.
1.4 “Party” shall mean either of the Merchant or Affiliate individually and “Parties” shall mean both of them collectively.
1.5 “Referral Code” shall mean a unique phrase given to you as an Affiliate in order to track your referrals.
1.6 Product shall mean the Product set out in Appendix A.
1.7 Clause, appendix and paragraph headings shall not affect the interpretation of this T&C.
1.8 Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
1.9 A reference to writing or written includes fax and email.
1.10 Any words following the terms “including”, “include”, “in particular”, “for example”, or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
2. YOUR AGREEMENT WITH US
2.1 By agreeing to these Terms, you agree:
(a) to promote, advertise, market or sell whether via social media, blogs, websites, applications or any other online platform or media to Consumers for their own use only, and not for remarketing or redistribution, unless otherwise agreed to by us prior in writing, the Product listed in Appendix A of this T&C, (the “Promotional Activities”). You are allowed to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material (“Promotion materials”) to perform the Promotional Activities. We will avail to you the Promotional materials within your CryptoHero account.
(b) to acknowledge that you neither have, nor shall claim any right, title or interest on the Product or the advertising and promotion materials, trademarks, copyrights including any slogan, phrases or words therein that we may provide to you to facilitate the Promotional Activities.
2.2 Promotion platforms and restrictions: You shall carry out the promotional activities on and through the following platforms and networks: Owned Social Media accounts, friends and family, business associates, email, forum. You shall not perform any promotional activities on any platforms which do not permit unsolicited advertisements. Any violation of this Clause shall immediately terminate your agreement with us as an Affiliate and shall entitle us to hold or cancel your outstanding payments at our sole discretion. However, your CryptoHero account will not be affected. We will only invalidate your Referral Code.
2.3 Trademarks and copyrights: You shall protect our copyrights, tradenames, trademarks, service marks, trade secrets and other confidential proprietary rights and information and report promptly any infringements or suspected infringements of which you become aware and shall cooperate fully with us in our efforts to protect our copyrights, tradenames, trademarks, service marks, trade secrets and other confidential proprietary rights and information.
2.4 No Alterations: You agree not to remove or alter in any manner any copyright, logo, trademark, or other proprietary notices contained in the Promotional materials or the Product.
2.5 Permits, Licenses and Compliance with Laws: You shall be responsible and shall bear all costs for complying with local, state, provincial, federal, national, and international statutes, rules, regulations and ordinances of any kind which is related to or can affect your duties under this Terms and Conditions.
2.6 Referral Record: All referrals are logged in your CryptoHero account. Our logs are final and indisputable.
2.7 Activity Record: To earn Points for your social media promotion, you need to email [email protected] with the URL clearly showing the promotion.
2.8 Conduct: You shall:
(a) conduct your promotional activities in a manner that reflects favorably at all times on the Product sold and the good name, goodwill and reputation of ours;
(b) avoid deceptive, misleading or unethical practices that are or might be detrimental to us, the Product or the public, including but not limited to disparagement of the Product or us;
(c) make no false or misleading representation with respect to the Product or us; and
(d) make no representations with respect to the Product or us that are inconsistent with any related agreements, promotional materials and other literature distributed by us, including all liability limitations and disclaimers contained in such materials and
(e) provide accurate and complete registration information any time you register with us.
(f) be fully responsible for checking the latest and correct Referral Code assigned to you and to use the same for your promotional efforts.
3. PAYMENTS
3.1 The payment basis for Rewards shall be pay per sale.
Referral Incentive is paid according to the Tier which you belong to relative to the Consumer.
Tier 1 – 20% (Immediate)
Tier 2 – 10%
Tier 3 – 5%
Tier 4 – 3%
For example, if you refer a Consumer, you will be paid 20% of the net sales price. If the Consumer refers another Consumer, you will be paid 10% of the net sales price. You will only be paid all Referral Incentives and commissions 5 months after the date each of the Referral Incentive or commission is credited to your account.
The “net sales price” shall mean the invoiced price of the Product sold less all returns, discounts, payment processing charges and freight charges. Commission shall be earned when the Consumer has paid us for the Products sold. If a Consumer has issued a chargeback or if the payment is held back in any form or manner, we reserve the sole right to deduct your Referral Incentive or Commission accordingly, without notice to you.
3.3 You shall be paid only for the sales generated by sign ups delivered from your affiliate links or your Referral Code. Any purchase made by the Consumer without clicking on your affiliate link or not having your Referral Code shall not be paid.
3.4 We will pay you whenever a payment request is made by you and provided that the payment accrued to you equals or exceeds the payment threshold of ten US dollars (USD 10).
3.5 Payment shall be made by PayPal account or to your USDT wallet address. You shall absorb all PayPal charges and USDT transfer fees as charged by the digital asset exchange and/or the Ethereum blockchain.
3.6 Payments may be subject to deduction or withholding of tax as required by law.
3.7 If we are investigating your compliance with this T&C or you have been suspended or terminated as an Affiliate, your payment may be delayed or withheld.
3.8 To ensure proper payment, you are responsible for providing and maintaining accurate contact and payment information at the time of your registration.
3.9 We may make changes to the payment terms from time to time. You may reject the changes by terminating your registration as an Affiliate. You understand and agree that if you continue your registration with us after the date on which the payment terms have changed, we will treat your continuation as acceptance of the updated Terms.
4. CANCELLATION AND TERMINATION
4.1 You must cancel your registration as an Affiliate via support request at [email protected] using your account email. Any other emails or phone requests to cancel your account will not be considered a cancellation.
4.2 If you cancel your registration, your cancellation will take effect immediately and you shall be paid on the basis of sales made or leads generated or clicks delivered up-to the day of your cancellation.
4.3 You agree that we may at any time, at our sole discretion and for any or no reason, terminate or suspend your registration as an Affiliate. You agree that any termination of your registration may be without prior notice and for no reason, and you agree that we will not be liable to you or any third party for such termination.
If you cancel your paid subscription plan, whether voluntarily or involuntarily (such as the failure to collect payments from you), or are terminated for whatever or no reason by us, you will automatically be deregistered from our Affiliate Program’s Ambassador Program. If you have an existing paying subscription and we cannot collect payment from you 14 days after the payment due date, your enrolment in our Ambassador Program will automatically be cancelled. All existing customers referred by you prior to your cancellation, will automatically be removed from your referral network. You will also immediately lose all current and future payments (Total Rewards and Redeemable Rewards) from prior customers’ referrals.
5. USE OF YOUR PERSONAL INFORMATION
When you register or otherwise use our Platform, you provide us with personal data which is collected and used in accordance with the terms of our privacy policy which is accessible at https://cryptohero.ai/privacy-policy. It is important that you read our privacy policy, which may be updated from time to time, and understand how we use your information and the rights that you have about your information.
6. INTELLECTUAL PROPERTY RIGHTS AND RESTRICTIONS
6.1 All of the content available during the course of your affiliation with us, including without limitation, text, photographs, graphics, logos, trade/service marks, and/or audiovisual content, is owned and/or controlled by us, or other licensors or Service users and is protected, as applicable, by copyright, trademark, trade dress, patent, and trade secret laws, other proprietary rights, and international treaties. You acknowledge that the Product and any underlying technology or software used in connection with the Product contain our proprietary information.
6.2 You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to replicate the Product or any part thereof, unless this is expressly permitted or required by law, or unless You have been specifically told that You may do so by us, in writing.
7. LIMITATIONS ON LIABILITY
YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS THE CANCELLATION OF YOUR REGISTRATION. IN NO EVENT SHALL OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF YOUR REGISTRATION WITH US AS AN AFFILIATE, REGARDLESS OF THE FORM OF ACTION, EXCEED THE TOTAL AMOUNT OF PAYMENT ACCRUED OR DUE TO YOU, IF ANY. IN NO EVENT SHALL WE BE LIABLE TO YOU (OR TO ANY THIRD PARTY CLAIMING UNDER OR THROUGH YOU) FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES OR ANY OTHER DAMAGES ARISING FROM THE PRODUCT OR ANY ACTIVITIES, WHETHER ON-LINE OR OFF-LINE, OR OTHERWISE IN CONNECTION WITH THE TERMS. THESE EXCLUSIONS APPLY TO ANY CLAIMS FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL OR BUSINESS REPUTATION, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, ANY OTHER COMMERCIAL DAMAGES OR LOSSES, OR ANY PERSONAL INJURY, OR PROPERTY DAMAGES, OR ANY THEORY OF LIABILITY, EVEN IF WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.
8. INDEMNIFICATION
You agree to hold harmless and indemnify us, and our subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners from and against any third party claim arising from or in any way related to (a) your breach of the Terms, or (b) your violation of applicable laws, rules or regulations in connection with the Product, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees, of every kind and nature. In such a case, we will provide you with written notice of such claim, suit, or action.
9. ENTIRE AGREEMENT
The Terms, including the Privacy Policy, constitute the whole legal agreement between you and us that governs your affiliation with us and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations, and understandings between you and us, whether written or oral, in relation to the affiliation.
You acknowledge that you will have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these terms.
10. SEVERANCE
If any part or provision of the Terms is or becomes invalid, illegal, or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this T&C.
11. WAIVER
No failure or delay to exercise any right or remedy provided under this T&C or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
12. ASSIGNMENT
No party may assign, transfer, mortgage, charge, subcontract, declare a trust over, or deal in any other manner with any of its rights and obligations under this T&C unless with the prior written consent of the other party.
13. NO PARTNERSHIP OR AGENCY
13.1 Affiliates are independent contractors, and nothing in this T&C is intended to, or shall be deemed to, establish any partnership, joint venture, franchise, sales representative or employment relationship between any of the Parties, constitute any Party the agent of another Party, or authorise any Party to make or enter into any commitments for or on behalf of any other Party. Affiliates will not make any statement, whether on their sites or otherwise, that reasonably would contradict this statement.
13.2 Each Party confirms it is acting on its own behalf and not for the benefit of any other person.
14. GOVERNING LAW AND DISPUTE RESOLUTION
This T&C and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of Singapore.
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