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Affiliate Program Terms and Conditions

Last updated — 9 May 2025
The Affiliate Program Terms explain the rules, eligibility, and commissions for participating in the Vaiz Affiliate Program.
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Background

These Affiliate Program Terms and Conditions ("the Agreement") apply to participants in the Vaiz Affiliate Program ("the Affiliate Program") operated by Vaiz Ltd. ("the Company").

The Company operates the Vaiz website at https://vaiz.com/ ("the Company Website") for the purposes of marketing its products and\or services to its users.

Affiliates (each an "Affiliate") shall promote the Company's products and/or services in exchange for a commission.

By accepting this Agreement, the Affiliate acknowledges and accepts the terms and conditions outlined herein. The Affiliate affirms that they have read, understood, and agreed to abide by all provisions of this Agreement.

Definitions and Interpretation

In this Agreement, unless the context otherwise requires, the following expressions have the following meanings:

"Affiliate Programme" means our Affiliate Program that rewards Affiliates for referring new users as described in this Agreement.

"Affiliate" means an individual or business entity that is legally bound by this Agreement to promote the Company's products and/or services and direct potential users or clients to the Company's website.

"Referred User" means a new and unique user who clicks on the Affiliate Link that has been made available to the Affiliate.

"Agreement" means these Affiliate Program Terms and Conditions which govern the Affiliate Program and relationship between the Company and Affiliate.

"Affiliate Commission" means the monetary compensation that the Company pays to the Affiliate for each Qualified Sale, as set forth in this Agreement

"Qualified Sale" means a completed sale of the Company's products or services to a user referred by the Affiliate, where the user has paid in full for the products or services and such sale has been confirmed by the Company.

"Seats" means licenses that give rights to access and use of the Company's products or services (primarily SaaS applications) purchased by the Referred User. Each Seat gives the right to one end user to access and use the Company's products or services for a specific period of time. Number of purchased Seats affects the final price and constitutes grounds to receive reward under the Affiliate Program.

"Net Revenue" means, in respect of each Qualified Sale, the gross revenue received by the Company, exclusive of VAT and any other tax, after the deduction of any refund, rebate, credit, or other adjustment granted or allowed with respect to that Qualified Sale, and any service fees or fulfilment or other charges (including card charges) paid or payable by the Company to any third party (other than the Affiliate) in relation to that Qualified Sale.

"RevShare Model" means a payout model that allows Affiliate to receive a percentage of the Net Revenue generated by Referred Users with Pro and Premium accounts over time.

"MaxReward" means maximum amount of reward Affiliate can receive for one Referred User.

"Reward Period" means a period when Affiliate Commission for each Referred User is calculated and accrued.

"Affiliate Link" means a unique tracking link provided by the Company to the Affiliate for the purposes of tracking Referred Users and calculating Affiliate Commissions.

"Affiliate Code" means a unique alphanumeric string that identifies the Affiliate and is embedded in the Affiliate Link.

"Payment Date" means a date on which Affiliate Commission is paid as determined by the Company or upon Affiliate's request.

"Confidential Information" means, in relation to either Party, information which is disclosed to that Party by the other Party pursuant to or in connection with this Agreement (whether orally or in writing or any other medium, and whether or not the information is expressly stated to be confidential or marked as such).

Unless the context otherwise requires, each reference in this Agreement to:

  • "writing", and any cognate expression, includes a reference to any communication effected by electronic transmission or similar means;
  • a law or a provision of a law is a reference to that law or provision as amended or re-enacted at the relevant time;
  • "Agreement" is a reference to these Affiliate Program Terms and Conditions as amended or supplemented at the relevant time;
  • a clause or paragraph is a reference to a clause or paragraph of this Agreement; and
  • a "Party" or the "Parties" refer to the parties to this Agreement.

The headings used in this Agreement are for convenience only and shall have no effect upon the interpretation of this Agreement.

Words imparting the singular number shall include the plural and vice versa. References to any gender shall include any other gender. References to persons shall include legal entities.

Enrolment in the Affiliate Program

By enrolling in the Affiliate Program, the Affiliate agrees that, at the time of registration, they will provide accurate and complete registration data and that the registration data will be updated and amended as required in the event of future changes.

Acceptance of these Affiliate Program Terms and Conditions and the Affiliate's indication that they wish to enrol in the Affiliate Programme constitutes an application to enrol in the Affiliate Program which the Company may, at its sole discretion, accept or reject.

Cookie Tracking and Reporting

The Company uses cookies to track Affiliate Referred Users. Referred User tracking will be managed by cookies placed in the Refereed User's browser once the Referred User clicks on the Affiliate Link, which takes the Referred User to the Company Website.

The Company reserves the right not to pay any commission if Referred User declines the cookies and the Company is not able to track the Referred User's purchases of the Company's products and/or services.

Cookies will be saved on the Referred User's system for one calendar day. Any Qualified Sale made during this period, qualifies for commission to the Affiliate.

Affiliate Code cannot be overwritten if the Referred User already has an active Affiliate Code saved in Cookies.

If the Referred User does not register and complete a purchase within one calendar day, such Referred User can become a Referred User of another Affiliate.

Company Obligations

The Company shall be responsible for operating and maintaining the Company Website.

The Company will provide the Affiliate with the Affiliate Link and any necessary promotional materials to effectively promote their products and/or services.

The Company will track the users referred by the Affiliate using the Affiliate Link and calculate the Affiliate Commission due to the Affiliate.

The Company will pay the Affiliate Commission to the Affiliate in accordance with the terms set forth in this Agreement.

The Company reserves the right to change the name of the Company Website at any time without prior notice.

Affiliate Obligations

The Affiliate agrees to promote the Company's products and/or services using the Affiliate Link in accordance with the terms of this Agreement and in compliance with all applicable laws and regulations.

The Affiliate shall use all commercially reasonable endeavours to market and promote the Company Website and the Company's products and/or services in order to generate the maximum number of Qualified Sales.

The Affiliate agrees to use the Affiliate Link in a manner that does not negatively impact the Company's reputation or brand image.

The Affiliate shall provide the Company with all reasonable cooperation required in relation to the Company's performance of its obligations under the Agreement.

The Affiliate shall provide the Company with access to any and all information which may be reasonably required by the Company in relation to the Company's performance of its obligations under the Agreement.

The Affiliate shall comply with all applicable laws and regulations with respect to the Agreement and its obligations under the Agreement.

In the event of any delay on the part of the Affiliate in the performance of its obligations under the Agreement, the Company shall have the right to proportionately adjust any dates for performance of its own obligations to the Affiliate as is reasonably necessary.

The Affiliate shall have no authority to legally bind the Company with respect to Affiliate Referred Users, other users, or any other party.

The Affiliate shall not be appointed an agent of the Company for any purposes.

The Affiliate shall not make any representation or commitment about or on behalf of the Company, the Company Website, or the Company's products and/or services.

The Affiliate agrees not to make any false or misleading statements about the Company's products and/or services.

The Affiliate is solely responsible for any expenses incurred in connection with the promotion of the Company's products and/or services and the use of the Affiliate Link.

Affiliate Representations and Warranties

The Affiliate represents and warrants that:

  • the Affiliate has all sufficient rights and permissions to participate in this Affiliate Program.
  • the Affiliate's participation in this Affiliate Program will not conflict with any of the Affiliate's existing agreements or arrangements.
  • the Affiliate will ensure that Affiliate complies with all trade and/or regulatory requirements that may apply to the Affiliate's participation in the Affiliate Program.
  • the Affiliate will not participate in cookie stuffing or pop-ups, false or misleading links are strictly prohibited.
  • the Affiliate will not attempt to mask the referring URL information;

Affiliate Reports

The following data will be available in the Affiliate's account:

  • the number of Referred Users who have registered on the Company Website; and
  • the number of Qualified Sales, including a statement of the sums due to the Affiliate for each Referred User.

Affiliate Commission and Payment

The Affiliate will receive a 10% commission of the net sales price (excluding any applicable taxes, card processing fees, discounts, or refunds) for each Qualified Sale.

Each Space created by the Referred User shall be automatically attributed to the Affiliate and taken into consideration when calculating the Affiliate Commission.

The total commission payable to the Affiliate for one Referred User shall not exceed 10,000USD.

The minimum amount of Affiliate Commission that must be earned by the Affiliate before payment to the Affiliate is made by the Company is 50.00USD.

The Company will calculate the Affiliate Commission on a monthly basis.

Affiliate Commission shall be calculated and accrued for all Spaces purchased by the Referred User until the MaxReward is reached.

The Company reserves the right to alter or change the amount of the Affiliate Commission at its own discretion and without prior notice to the Affiliate.

Affiliate Commission will be calculated and accrued in USD only.

Affiliate Commission will be payable only on actual receipts, not on an accruals basis. If the Company does not receive revenue on a Qualified Sale, no Affiliate Commission shall be payable to the Affiliate.

The Company reserves the right to withhold or deduct Affiliate Commission under certain circumstances, including, but not limited to, refunds issued to users, or in the event of any breach of this Agreement by the Affiliate.

The Affiliate shall immediately notify the Company if its contact details or address details change during the term of this Agreement.

In the event of any refunds issued for any reason including but not limited to fraud and where such refunds are not incurred through any fault of the Company, the Affiliate may be contacted to arrange for the repayment of any related Affiliate Commission.

Payment date of the Affiliate Commission shall be determined by the Company at its own discretion, or upon Affiliate's request sent to the support team.

All payments will be made in USD only.

The Affiliate is responsible for payment of all taxes and fees (including bank fees) applicable to the Affiliate Commission.

All amounts payable by the Company to the Affiliate are subject to offset by the Company against any amounts owed by the Affiliate to the Company.

Limitations and Special Conditions

Self-referrals are forbidden. This means Affiliates cannot refer themselves. The Affiliate will not receive the Affiliate Commission on self-referrals.

The Affiliate will receive Affiliate Commission for a specific Referred User for one calendar year from the date of successful Qualified Sale by the Referred User.

Affiliates will not receive any commission for Qualified Sales of users referred by Affiliate Referred Users.

Referred Users cannot be transferred to another Affiliate Program created by the Company in which the Affiliate will participate.

New users registered via "Invite" feature are not considered to be Referred Users, unless they followed the Affiliate Link.

The Company reserves the right to temporarily deactivate or terminate the Affiliate Program using Feature Toggle without prior notice to the Affiliate.

Intellectual Property Rights

Upon the Affiliate's enrolment into the Affiliate Program, the Company shall grant to the Affiliate a non-exclusive, non-transferrable, royalty free licence to use the Company's trademarks and any and all other materials provided by the Company to the Affiliate to the extent required to establish links to the Company Website and to perform the Affiliate's obligations under this Agreement.

The Affiliate acknowledges and agrees that the Company (and its licensors, as applicable) own all intellectual property rights in the Company Website, any materials provided by the Company, and the Company's products and/or services. Except as expressly stated herein, the Agreement shall not grant the Affiliate any rights to or in any copyrights, patents, database rights, trademarks (registered or unregistered), trade names, trade secrets, or any other rights or licences belonging to the Company.

Confidentiality

Each Party shall, at all times during the continuance of this Agreement and after its expiry or termination:

  • keep confidential all Confidential Information;
  • not disclose any Confidential Information to any other party;
  • not use any Confidential Information for any purpose other than as contemplated by and subject to this Agreement;
  • not make any copies of, record in any way or part with possession of any Confidential Information; and
  • ensure that none of its directors, officers, employees, agents, sub-contractors or advisers does any act which, if done by that Party, would be a breach of the provisions of this Clause.

Either Party may disclose any Confidential Information to any sub-contractor or supplier of that Party, any governmental or other authority or regulatory body, or any employee or officer of that Party to such extent only as is necessary for the purposes contemplated by this Agreement, or as required by law. In each case that Party shall first inform the person, party, or body in question that the Confidential Information is confidential and obtaining and submitting to the other Party a written confidentiality undertaking from the party in question. Such undertaking should be as nearly as practicable in the terms of this Clause, to keep the Confidential Information confidential and to use it only for the purposes for which the disclosure is made.

Either Party may use any Confidential Information for any purpose, or disclose it to any other person, to the extent only that it is at the date of this Agreement, or at any time after that date becomes public knowledge through no fault of that Party. In making such use or disclosure, that Party must not disclose any part of the Confidential Information which is not public knowledge.

The provisions of this Clause shall continue in force in accordance with their terms, notwithstanding the termination or expiry of this Agreement for any reason.

Indemnity

The Affiliate shall indemnify the Company against all liabilities, costs, expenses, damages, and losses (including, but not limited to, direct or consequential loss, loss of profit, loss of reputation, and any and all interest, penalties, and legal costs (calculated on a full indemnity basis) and all other reasonable costs and expenses) suffered or incurred by the Company arising out of or in connection with the Affiliate's activities with regard to marketing or sale of the Company's products and/or services.

The Company shall indemnify the Affiliate against all liabilities, costs, expenses, damages, and losses (including, but not limited to, direct or consequential loss, loss of profit, loss of reputation, and any and all interest, penalties, and legal costs (calculated on a full indemnity basis) and all other reasonable costs and expenses) suffered or incurred by the Affiliate arising out of or in connection with the Company Website or the marketing or sale of products and/or services on the Company Website.

The indemnities set out in this Clause shall apply provided that:

  • The indemnifying Party is given prompt notice of any such claim.
  • The indemnified Party provides reasonable cooperation to the indemnifying Party in the conduct of such claim at the indemnified Party's expense; and
  • The Indemnifying Party is given the sole authority to defend or settle the claim.

Liability

Neither Party shall be liable to the other, whether in contact, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, revenue, goodwill, or anticipated savings.

Neither Party shall be liable to the other, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss arising out of the lawful termination of this Agreement.

Nothing in this Agreement shall limit or exclude the liability of either Party for death or personal injury caused by its negligence or the negligence of its directors, officers, employees, agents, sub-contractors or advisers; fraud or fraudulent misrepresentation; or for any other matter in respect of which it would be unlawful to exclude or restrict liability.

Term and Termination

This Agreement shall come into force on the date when the Affiliate Program Terms and Conditions are accepted by the Affiliate; and shall continue for as long as you participate in the Affiliate Program or until terminated by the Company.

The Company may terminate the Agreement with or without notice at any time if it discontinues or withdraws (in whole or in part) the Affiliate Program.

Without prejudice to any other rights or remedies to which either Party may be entitled, either Party may terminate the Agreement (without liability to the other) if:

  • the other Party commits any other material breach of any of the provisions of the Agreement and, if the breach is capable of remedy, fails to remedy it within fourteen days after being given written notice giving full particulars of the breach and requiring it to be remedied;
  • an encumbrancer takes possession, or where the other Party is a company, a receiver is appointed, of any of the property or assets of that other Party;
  • the other Party, being an individual or firm, has a bankruptcy order made against it or, being a company, goes into liquidation;
  • anything analogous to any of the foregoing under the law of any jurisdiction occurs in relation to the other Party; or
  • the other Party ceases, or threatens to cease, to carry on business.

Effects of Termination

Upon the termination of this Agreement for any reason:

  • any sum owing by either Party to the other under any of the provisions of the Agreement shall become immediately due and payable;
  • all licences and benefits granted under the Agreement shall terminate immediately;
  • each Party shall return to the other Party (or destroy or otherwise dispose of, as requested) and make no further use of any materials, property, or other items (and any and all copies thereof) belonging to the other Party;
  • each Party shall immediately cease to use, either directly or indirectly, any Confidential Information, and shall immediately return to the other Party any documents in its possession or control which contain or record any Confidential Information;
  • all Clauses which, either expressly or by their nature, relate to the period after the expiry or termination of this Agreement shall remain in full force and effect; and
  • termination shall not affect or prejudice any right to damages or other remedy which the terminating Party may have in respect of the event giving rise to the termination or any other right to damages or other remedy which any Party may have in respect of any breach of this Agreement which exists at or before the date of termination.

Amendment

The Company may update and change any part or all of this Agreement, including by replacing it in its entirety.

The updated Agreement will be available on the Company Website or by email. The updated Agreement will become effective and binding immediately.

The Affiliate is encouraged to review this Agreement periodically.

No Waiver

No failure or delay by either Party in exercising any of its rights under the Agreement shall be deemed to be a waiver of that right, and no waiver by either Party of a breach of any provision of this Agreement shall be deemed to be a waiver of any subsequent breach of the same or any other provision.

Assignment

The Affiliate shall not assign or otherwise delegate any of its rights and/or obligations under this Agreement.

The Company may assign or otherwise delegate any of its rights and/or obligations under this Agreement.

Relationship of the Parties

Nothing in this Agreement shall constitute or be deemed to constitute a partnership, joint venture, agency, or other fiduciary relationship between the Parties other than the contractual relationship expressly provided for in this Agreement.

Notices

All notices under this Agreement shall be in writing and be deemed duly given if signed by, or on behalf of, a duly authorised officer of the Party giving the notice.

Notices shall be deemed to have been duly given when sent by e-mail and a successful transmission report or return receipt is generated.

Entire Agreement

This Agreement constitutes the entire agreement between the Parties with respect to its subject matter.

Each Party shall acknowledge that, in entering into this Agreement, it does not rely on any representation, warranty or other provision except as expressly provided in this Agreement, and all conditions, warranties or other terms implied by law are excluded to the fullest extent permitted by law.

Severance

In the event that one or more of the provisions of this Agreement is found to be unlawful, invalid, or otherwise unenforceable, that/those provision(s) shall be deemed severed from the remainder of the Agreement. The remainder of this Agreement shall be valid and enforceable.

Law and Jurisdiction

This Agreement (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of the Republic of Seychelles.

Any dispute, controversy, proceedings or claim between the Parties relating to this Agreement (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of the Republic of Seychelles.