Terms of Use
This document is an electronic record in terms of Information Technology Act, 2000 and rules there under as applicable and the amended provisions pertaining to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signatures.
This document is published in accordance with the provisions of Rule 3 (1) of the Information Technology (Intermediaries guidelines) Rules, 2011 that require publishing the rules and regulations, privacy policy and Terms of Use for access or usage of www.SkillRizer.com website.
Welcome to SkillRizer.com – a marketplace for performance marketing programs dedicated to e-commerce industry – an affiliate network with a new approach (the “Platform“, as defined in Section 2 below).
In order to use the Platform, You have to agree on this entire document, which constitutes the legal binding agreement between our Users (You) and Us (“SkillRizer“, as defined in Section 1 below). As We’re updating this document from time to time, if you have a SkillRizer account, We will inform You by email, each time We do so.
We’re sure You’ve seen this kind of documents hundreds of times before, but please read it carefully before creating an account and use Our Platform. We’re very serious about respecting all applicable laws AND about respecting this legal agreement in all aspects
ACCESSING, BROWSING OR OTHERWISE USING THE SITE INDICATES YOUR AGREEMENT TO ALL THE TERMS AND CONDITIONS UNDER THESE TERMS OF USE, SO PLEASE READ THE TERMS OF USE CAREFULLY BEFORE PROCEEDING. By impliedly or expressly accepting these Terms of Use, You also accept and agree to be bound by SkillRizer Policies (including but not limited to Privacy Policy) as amended from time to time. As long as You comply with these Terms of Use, We grant You a personal, non-exclusive, non-transferable, limited privilege to enter and use the Website.
Before going deep into legal details, here are the principles We believe in:
> - Everyone is here to learn and make money in a respectful manner. We are kindly asking You to keep all discussions and correspondence on a civilized level but taking into account cultural and personality differences;
- Online marketing is constantly evolving: new traffic sources and new advertising formats arise every day and consumers’ shopping decisions are influenced in ever so different manners. If a partner does anything that You do not understand, it does not necessarily mean that there is something wrong or that You are being fooled in any way. Always ask before drawing any conclusions and always try to see things from Your business partners’ perspective;
- We do believe that any problem may be solved through communication and a problem solving, business oriented attitude, as long as there is no bad faith involved. We are here to work together for the long run and We wish to build long-lasting, win-win-win relationships, intended to bring value added to each partner;
- We are a marketplace, not an advertising agency nor an advertising network. We bring You together and provide technical means for You to work together, but We do not guarantee instant sales but We are doing anything within our power to attract better and motivated people to work and get more sales together;
- We are as transparent as We can be, subject to privacy and confidentiality restrictions herein. We are sharing best practices and aggregate or anonymized figures/data, with the aim of ensuring that everyone has a fair chance to rapidly evolve, thus bringing value added to the ecosystem.
That being said, if You breach the applicable Law and/or this document and You do not remedy it – should it be subject to remediation as per provisions herein – We will enforce our rights and our honest partners’ without second thoughts.
1. PARTIES
This agreement governs legal relationships between Virob Ecommerce India Pvt. Ltd., a company incorporated under the Companies Act, 1956, having its headquarters in 3rd Floor, #13, Paripoorna Layout Phase 3, Rajankunte, Yelahanka, Bengaluru - 560064, email address contact@skillrizer.com (“SkillRizer“, “We“, “Us“), as owner, provider, and operator of the Platform, and Platform’s Users, meaning:
Affiliates – legal or natural persons aged over 18 years, holding duly registered Affiliate Accounts in the Platform, who act as professionals, willing to introduce customers to SkillRizer.com or its associated platform.
And
Merchants – legal entities who own or have the right to sell products and services, holding a duly registered Merchant Account in the Platform, who are acting as professionals and who are willing to benefit from Promotion of their Stores and Products by Affiliates, against Commissions to be paid on a ‘Cost per Action’ model.
2. DEFINITIONS AND INTERPRETATION
Unless otherwise expressly defined herein, the following terms in capital letters shall bear the following meanings:
SKILLRIZER- SKILLRIZER is the owner and manager of Ecommerce Website Page, on which SKILLRIZER and other third parties (marketplace sellers) are offering products/goods and/or services.
SKILLRIZER’s Product - The website and the application on which SKILLRIZER or third parties (marketplace sellers) offer to sell, sell and distribute products/goods and/or services.
SKILLRIZER’s Affiliate Platform - The online Platform is provided by SKILLRIZER, which enables the Affiliate to participate in the SKILLRIZER Affiliate Program and provides the Affiliate with statistical and financial information via SKILLRIZER’s Affiliate Platform, the Affiliate is able to find all the necessary information and materials, including: Affiliate’s performance, retrieve advertising materials, access to Affiliate’s amount of commission.
Action - Action means any Sale or Lead, as such are defined below; Action may be also called Conversion within SKILLRIZER platform.
Advertising Tool - Advertising Tool means banners (of any size), text-links, text-ads, e-mails, videos as made available through Affiliate Programs, or quick links generated by Affiliates through the Platform, in view of being used by Affiliates for Products’ (and/or Merchants Stores) Promotion; All advertising media, including but not limited to website, application and newsletter, Affiliate networks' Sub Affiliates, their owned and brokered medias whether or not registered to the Affiliate Program by the Affiliate and approved by SKILLRIZER.
Sub-Affiliates - An entity or an individual who participates in the Affiliate Program through the Affiliate.
Affiliate Program - SKILLRIZER’s affiliate program that offers to sell, sell and distribute products/goods and/or services to Customers via Hyperlinks on the Affiliate’s Media.
App -PAYGYFT mobile application.
Affiliate Commission -The fee received by an Affiliate for delivering a sale or an agreed action excluding chargeback. Affiliate Commission means the performance-related payment amount to which Affiliates are entitled for each and all completed Actions, as per Section 6 below; Approval Time means the maximum time-frame available to Merchant/Seller/Advertisers for rejecting or accepting any Commissions generated from completed Actions. Approval Time depends on each Affiliate Program and it is indicated therein;
Invalid transactions -SkillRizer shall not make commission payouts on, and reserves the right to set-off or initiate chargebacks on, invalid transactions.
Click-A user’s call of a hyperlink for the Affiliate Program, leading to the SKILLRIZER’s Product.
Hyperlink - A link to the SKILLRIZER’s Product in the form of the exact URL, provided via the Affiliate Program, for use by the Affiliate in the Affiliate’s Media (e.g. registered websites), that identifies the Affiliate.
Sale (also known as order or transaction) - The act of purchasing a product or service by one of SKILLRIZER’s customers via the Hyperlink. Payout is based on net sales (valid sales).
SEM (Search Engine Marketing) - The acronym which means search engine marketing and includes any form of online marketing that seeks to promote websites by increasing their visibility in search engine result pages through the use of paid placement, contextual advertising or paid inclusion.
SEO (Search Engine Optimization) - The acronym which means search engine optimization and includes the process of (i) improving the volume or quality of traffic to a website or a web page from search engines via "natural" or un-paid ("organic" or "algorithmic") search results, or (ii) realizing or creating an improved or better ranking in search engine results for a specific keyword or keywords.
Advertising Material - Including but not limited to banner, pop-up or any product information shown in equivalent forms.
Sign-Up Form - The Sign-up form that is accessible via the Affiliate Program for registration to the Affiliate Program.
View (or impression) -The number of times which an advertisement is shown on the Advertising Media.
Products -mean any and all goods and/or services owned/provided by any Merchant, available for being purchased by Customers on Merchants Stores;
ToS -means this agreement together with all its appendices, as they may be amended from time to time, governing the legal relationship between SkillRizer and both the Merchants, on one hand, and the Affiliates, on the other hand;
3. CONTRACT FORMATION
An agreement between SKILLRIZER and the Affiliate in respect of the placement of SKILLRIZER advertising materials shall be formed exclusively via SKILLRIZER platform's application procedure, in the context of which the Affiliate shall submit an application to participate in the Affiliate Program, thereby accepting the terms and conditions of this Agreement.
The Sign-Up Form together with this Agreement and the acceptance into the program will together constitute a framework agreement between SKILLRIZER and the Affiliate. In the case of a conflict between the Sign-Up Form and this Agreement, this Agreement shall be the governing document.
4. SCOPE OF WORK
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- Scope of work shall be the participation in the Affiliate Program and promotion for SKILLRIZER by the Affiliate as an Affiliate in the context of SKILLRIZER’s Affiliate Platform. To this end, SKILLRIZER shall make a selection of Advertising Materials available to the Affiliate as an advertiser via the SKILLRIZER’s Affiliate Platform.
- The Affiliate Program shall not establish any other contractual relationship between the Parties that goes beyond this Agreement.
- The Affiliate shall be solely responsible for placing Advertising Materials on Affiliate’s Media registered in the SKILLRIZER Affiliate Program. Subject to SKILLRIZER’s rights under this Agreement or otherwise, the Affiliate shall be free to decide whether and how long to place the SKILLRIZER advertising materials on the Affiliate’s Media, unless otherwise required by SKILLRIZER. The Affiliate shall be entitled to remove the Advertising Materials at any time. The Affiliate is only allowed to place SKILLRIZER advertising materials on the Advertising Media provided that such Advertising Media has been registered with and approved by SKILLRIZER.
- In return for the successful brokerage, the Affiliate shall receive from SKILLRIZER the Commission, which shall depend on the extent and real net value of the service.
- The Affiliate's own terms and conditions shall require the express written consent of SKILLRIZER and shall therefore not be applicable even if SKILLRIZER does not object to their validity.
- Any time Affiliates are removed or ban from the Affiliate Programs, as well if Affiliates are, otherwise, in breach of this ToS and/or the Law, SKILLRIZER may immediately suspend Affiliates Accounts with the Platform, without payment of corresponding Affiliate Commissions.
5. OBLIGATIONS AND COVENANTS OF THE AFFILIATE
1. The Affiliate shall be expressly prohibited from using and/or modifying the Advertising Materials and content accessed via the SKILLRIZER’s Affiliate Platform other than as expressly allowed under the terms of this Contract without SKILLRIZER’s prior written agreement.
2. The Affiliate shall not, without prior written consent by SKILLRIZER, be allowed to use advertising emails to promote SKILLRIZER. SKILLRIZER will be free of all third-party requirements in case of issues because of the mailing Affiliate. The Affiliate guarantees that they take responsibility in case of complaints concerning the e-mail. The Affiliate is not allowed to use the brand “SKILLRIZER” within the email address, within the URL, within the source code, and within the subject of the email. The Affiliate has to make sure that it is clear that the email comes from an Affiliate and not from SKILLRIZER directly. The email has to be approved by SKILLRIZER before it is sent. The Affiliate has to compensate the costs in case of breach of third party requirements or breach of the above restrictions.
3. The Affiliate shall be responsible for the content and routine operation of the Affiliate’s Media or other relevant Affiliate Media, and shall, for the term of this Agreement, place no content on said Affiliate Media that breaches applicable law, public morals or third-party rights (“Non-Permitted Traffic and Sources”). Prohibitions shall include, but not be limited to, representations that glorify or promote hate, violence, sexual and pornographic content and illustrations, misleading statements or discriminatory content (e.g. in respect of gender, race, politics, religion, nationality or disability). Such content may neither be mentioned on the Affiliate’s Media or other relevant advertising media, nor may links be created from the Affiliate’s Media or other relevant advertising media to corresponding content on other websites.
4. The Affiliate’s Media or other relevant advertising media shall not conduct, undertake, use, perform or exercise deal, torrent or streaming activities without SKILLRIZER’s prior consent.
5. The Affiliate shall be prohibited from creating and/or maintaining websites/apps that might lead to risk of confusion with the web/mobile presence of SKILLRIZER. The Affiliate shall neither be allowed to mirror said presence nor to copy graphics, texts or other content from SKILLRIZER website. It is strictly prohibited to crawl any of SKILLRIZER’s webpages. In particular, the Affiliate shall avoid creating the impression whether publicly or privately that the Affiliate’s Website is a project of SKILLRIZER or that its operator is economically linked to SKILLRIZER in any way or any other relationship or affiliation between the Affiliate and SKILLRIZER that goes beyond the SKILLRIZER Affiliate Program and this Agreement. Any use, by the Affiliate, of materials or content from SKILLRIZER web presence or its logos or brands shall require SKILLRIZER prior written approval.
6. The Affiliate shall be liable, vis-à-vis SKILLRIZER, for ensuring that its advertising content are neither in direct nor in indirect breach of domestic or foreign third-party property rights or other rights that do not meet any special statutory protection.
7. It is strictly prohibited to drive SEM and other keyword-based advertising traffic using the SKILLRIZER brand or private labels, to SKILLRIZER’s Product. In other words, "SKILLRIZER" and other similar words which could be misleading as SKILLRIZER must be entered as a negative keyword.
8. Advertising SKILLRIZER through social media activities (including but not limited to Facebook, Pinterest, Twitter) is granted upon request and should not include any trademarks of SKILLRIZER, or display misleading content (i.e. that may look like official SKILLRIZER social media activities).Social media activities through Facebook platform shall be executed through a “Fan Page” only and not through a “Personal Page” in accordance with Facebook’s policy. Inclusion of hyperlinks for every social media post is required unless done in a platform where doing so would not be possible. Posting of hyperlinks through SkillRizer’s Official Facebook pages is strictly prohibited. In case of a violation, a 30% deduction will be applied to the affiliate’s next payout. Should the violation be repeated, the affiliate will be blocked from the SkillRizer Affiliate Program.
9. The Affiliate shall not set up campaigns on third party Affiliate Networks. The Affiliate is only allowed to direct its own traffic and/or its own Sub Affiliate traffic in case of networks, to the SKILLRIZER‘s Product.
10. The Affiliate shall warrant that it will set cookies only if advertising material made available by the SKILLRIZER Affiliate Program is in visible use on the Affiliate’s Website and the user clicks voluntarily and consciously. The use of layers, add-ons, iFrames, pop-up, pop-under, site-under, Auto-redirect advertisements which automatically redirect the user to Advertiser websites without the user’s engagement or action (e.g. click, touch), cookie dropping, postview technology, misleading advertisements that result in misleading clicks that display expected content, shall not be permitted and are strictly prohibited. In particular for Apps campaigns, advertisements that result in forced installations of Advertiser applications. For clarification purposes, forced-installation also includes the act of not asking the Users for permission before initiating a download/ redirect.
11. The use of offers, creative or brand names for any case of competition or lottery is strictly prohibited.
12. The Affiliate may promote solely vouchers that SKILLRIZER has approved explicitly for affiliates or communicated by means of Affiliate newsletters. The promotion of other vouchers, including but not limited to end customer newsletters, print advertisements or customer service contacts, shall not be permitted and strictly prohibited.
13. Any breach, by the Affiliate, of its obligations stipulated in this Agreement or any other industrial property rights or copyrights of SKILLRIZER shall entitle SKILLRIZER to terminate this Agreement for good cause in accordance with the statutory provisions. This shall not affect any additional claims against the Affiliate to which SKILLRIZER is entitled. In particular, SKILLRIZER shall be entitled, vis-à-vis the Affiliate, to withhold or cease all and any services related to said Affiliate.
14. The Affiliate shall remove SKILLRIZER advertising material without delay from the Affiliate’s Website if SKILLRIZER requests it to do so.
15. If SKILLRIZER is sued by third parties on account of the Affiliate's breach of contractual obligations or on account of the Affiliate's violation of a statutory provision in relation to the placement of SKILLRIZER advertising material, the Affiliate shall be obliged to indemnify SKILLRIZER against all third-party claims that are asserted on account of the aforementioned breaches. If, for its legal defense, SKILLRIZER requires the Affiliate to provide information or explanations, the Affiliate shall be obliged to make the same available to SKILLRIZER within necessary period no later than three (03) days and also to provide reasonable support to SKILLRIZER in its legal defense.
16. In addition, the Affiliate shall compensate SKILLRIZER for any costs resulting from a claim by third parties on account of the infringement of the aforementioned rights and/or obligations; such costs shall, for example, include lawyers' fees, court or other dispute resolution costs, particularly costs of independent proceedings for taking evidence, damages and other disadvantages that SKILLRIZER suffers thereby.
17. The Affiliate shall not purchase any Product(s) through his/her own Affiliate promotions. Also, the Affiliate shall not cause any third parties to use the Affiliate Program to purchase any Product(s) with the intention of reselling such product or for commercial use of any kind.
18. Transactions are not eligible for payouts, where the Affiliate or sub-Affiliate is simultaneously owning or managing the Seller account (whether directly or not).
19. For the avoidance of doubt, such transactions shall be deemed as being brought about through collusion and considered an invalid transaction per Clause 1.9.
20. The Affiliate shall not take advantage of any platform limitations. Exposing procedures which override SkillRizer rules on purchases including, but not limited to, voucher usage and shipping fees is prohibited.
21. The Affiliate covenants that it has and will maintain all licenses, permits, approvals, registrations or the like, to perform the matters contemplated under this Agreement and that it shall carry out this Agreement in compliance with relevant law of Philippines, particularly the Law on Advertisement, its guiding legislation and legal provisions on data privacy.
22. In the event of a breach, (including sending SkillRizer invalid transactions or violating of the terms stated in this Agreement), SKILLRIZER reserves the right to deem as chargeback: (i) any pending payment owed to the Affiliate, (ii) the total amount of the payout for the period when the breach was found, (iii) any future payout earned by the affiliate proven to have originated from the breach or violation.
23. The Affiliate shall register each of its Sub-Affiliates with SKILLRIZER. The Affiliate acknowledges that by allowing its Sub-Affiliates to participate in the Affiliate Program, the Affiliate shall procure that such Sub-Affiliate shall be bound by the terms and conditions of SKILLRIZER’s Affiliate Program.In the case of a violation originated by an identified Affiliate network’s Sub Affiliate, an additional chargeback can be applied equivalent to 30% of the Sub Affiliate payout.
6. COMMISSIONS
When a Client performs an Action on the Merchant’s Store, they will be informed regarding the value of the generated Commission.
The procedure set forth below regarding Commissions’ approval, modification or rejection shall accordingly apply.
In the case of completed Actions whose value was later modified (for whatever reason, e.g. insufficient Product stock, Products return, etc) a proportional corresponding amendment of corresponding Affiliate Commission will be done.
Any Affiliate Commission may fall under the following categories:
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- Pending: is the first status that a generated Commission has. When an Affiliate Commission has the ‘Pending’ status it means that an Action has been completed as per these ToS and the cumulative fulfilment of conditions set forth above is checked by the Advertiser/Merchant;
- Rejected: it means that the Commission is not eligible for payment it is not owed and it will not be paid by Advertiser/Merchant. A Commission may be rejected if any of the conditions above is not met;
- Approved: it means that, as a result of all cumulative conditions above under this Section 6 being met, or the Approval Time elapsed without the Commission having been rejected by Advertiser; in case the Approval Time is not respected by Advertiser/Merchant, Commissions are automatically Approved by the Platform and shall be deducted and paid out of the Advertiser’s Deposit;
- Payable:it means that the Commission is eligible for payment to the Affiliate, automatically after being approved in a pre-paid Affiliate Program or after having been paid by the Advertiser for a post-paid Affiliate Program; Commission is eligible for payment and it will be paid subject to the Affiliate request, as per these ToS;
Except if otherwise expressly provided herein, once having been Approved, a Commission cannot be diminished, Rejected or otherwise modified by the Advertiser.
Commissions are being calculated as percentage of the value of Sales generated for the Advertiser or fixed amount for Leads or Sales, as per these ToS. Such percentage is applied to the net amount (excluding VAT or any other taxes) and final amount (after having applied all discounts offered by the Advertiser over the list prices) of Products bought by the directed Clients. Transportation charges applied for delivery of Products purchased by Clients on Advertisers Websites are NOT generating Commissions.
Advertisers may: (i) decrease Commissions applicable to a certain Program, subject to priory notifying all Affiliates participating in such Affiliate Program; a prior notice of applicable Cookie Life time but not more than 30 days shall be sent in this respect; or (ii) increase the Commission. In all situations, the Platform notifies by email all Affiliates who are active in the relevant Affiliate Program.
Customised conditions (for ex, preferred Commissions, either higher or lower than the standard available for the respective Affiliate Program, as well as different Cookie Lifetime) may be offered to Affiliates.
Any Advertiser may grant bonuses to Affiliates, in any amount he may consider appropriate. Bonuses are automatically Approved and shall be immediately disbursed from the available balance of the Deposit to the Affiliate Commissions Payable account.
7. SERVICES BY SKILLRIZER
>- Once the Affiliate has been admitted to the SKILLRIZER Affiliate Program, it shall be provided with a wide range of advertising materials, which shall be adapted at regular intervals in line with the product range and seasonal influences. The Affiliate may request individual provision of formats or newsletter templates from SKILLRIZER at any time.
- SKILLRIZER shall operate its website and the services offered thereon, such as the provision of product feed, within the limits of the technical capacities available to SKILLRIZER. SKILLRIZER shall not be obliged, within these limits, to provide error-free and interruption-free availability of the website. The quality and correctness of the products, advertising material and csv files offered on the SKILLRIZER’s Affiliate platform shall fall within the exclusive discretion of SKILLRIZER.
- All activities of the Affiliate shall be logged via the platform tracking system and made accessible to the Affiliate via the platform statistics and reports. The commission that SKILLRIZER pays to the Affiliate shall be based on the brokered orders and the resulting net shopping basket value.
- The Affiliate shall, in the context of its participation in the platform and in accordance with the terms and conditions that the Affiliate agreed with SKILLRIZER in this respect, be entitled to receive a commission from SKILLRIZER in relation to net transactions that are generated, by its active promotion of SKILLRIZER on the Affiliate’s Website/App, within the first session and for thirty days thereafter if the action of using the Advertising materials is leading to a net transaction and it is the last paid marketing advertorial the end-user is using.
8. LIABILITY OF SKILLRIZER
- In the event of an ordinarily negligent breach of an obligation which is material to the achievement of the contractual purpose (material contractual obligation), the liability of SKILLRIZER shall not exceed the total of the commissions paid or payable to the Affiliate under this Agreement in the six months immediately prior to when the event giving rise to the most recent claim of liability occurred.
- No further liability on the part of SKILLRIZER shall exist.
- The aforementioned limitation of liability shall also apply to the personal liability of SKILLRIZER employees, representatives and executive bodies.
AFFILIATE COMMISSION FOR TRANSACTION GENERATED FROM SKILLRIZER WEBSITE (NON-APP)
- SKILLRIZER agrees to pay a commission on sales generated on SkillRizer’s website, by the traffic coming from the Affiliate’s Website. In order to reward best performing affiliates, SKILLRIZER has put in place a category-based commission structure for transactions generated from SKILLRIZER’s Affiliate platform. The commission structure could be referred via SkillRizer Affiliate Page
- The commission structure can be modified at any time by adding or reducing points of commission to selected affiliates, in order to incentivize best practices and harmonize Affiliate’s performance.
- Without prejudice to other rights or remedies available to SKILLRIZER, SKILLRIZER has the right to withhold, and the Affiliate agrees that it shall not be eligible for, any commission otherwise payable under this Agreement if SKILLRIZER determines that the Affiliate is not in compliance with any requirement or restriction under this Agreement, including but not limited to technical errors, such as improper link formatting, by the Affiliate.
