Affiliate Agreement for Web AffiliatesWould you like to integrate SnowTrex into your website? Please read through the following affiliate agreement thoroughly. It is the legal foundation of the partnership between the contractual partner (subsequently referred to as "affiliate", "contract partner" or "agent") and TravelTrex GmbH (subsequently referred to as "merchant" or "TT") and is binding for both parties. To confirm your agreement, please click onto the link after this passage or at the end of this text. It will automatically lead you to the registration.
The Affiliate Programme is based on a cookie tracking system, where SnowTrex cookies have a validity of 30 days. After the registration in the affiliate programme you will receive a 4-digit affiliate code, allowing you to generate affiliate links to all sites under the SnowTrex home page. Personalised layouts, white-label solutions, and customised designs corresponding to your website are possible. Furthermore, a variety of different advertising media is available for use (banner, logos, etc.), enabling quick and easy integration.
Content of the Affiliate Agreement
- Subject of the Contract
- Conclusion of the Contract
- Sales Promotion and Licenses
- Structure and Maintenance of the Affiliate’s Website
- Calculation of the Commission
- Obligations and Rights of the Merchant
- Obligations of the Affiliate
- Final Clauses
- Place of Jurisdiction
- Contract Amendments
- Data Protection
- Warranty and Liability
- Final Provisions
- Subject of the affiliate agreement is the promotional and business cooperation commercial between the contract partner and the merchant with the aim to sell holidays together.
Subject of the Contract
Via specifically designated advertising media the contractual partner (affiliate) is offered products and services in connection with the affiliate programme offered by the merchant. In the personal affiliate area, the merchant provides the affiliate with a selection of advertisements (logos, banners, graphics, texts) as well as detailed instructions regarding how to integrate the advertisements into the affiliate website. By accepting the affiliate agreement, the affiliate receives a 4-digit agency number. The links with attached agency number (partner cookie) assigned by the affiliate programme enable the registration of those customers mediated through the affiliate website.
The merchant agrees to pay the affiliate a commission for bookings of holidays made after a user has been transferred from the affiliate website to the merchant's website. No commission will be awarded for products and services that are not specified within the framework of the affiliate programme, such as those from third-party suppliers.This commission is calculated according to clause 5 of the affiliate agreement.
The merchant explicitly explains to be a legal business owner.
- The merchant will provide the affiliate with an online registration form. After the affiliate has accepted the affiliate terms and conditions and sends the completed form to the merchant, the application will be reviewed. Upon acceptance, the merchant will send the affiliate a written confirmation. All affiliates must be commercially active and legally capable to contract.
Conclusion of the Contract
The affiliate certifies that his website is free of illegal information, pornography, racial hatred or extreme political content. If legal action is taken against the merchant because of affiliate website material, the affiliate is obliged to release the merchant from these claims, especially from administrative penalties or damages, including the cost of a legal defence.
- Independent advertising set up by the agent, which presents the merchant's offers, has to be discussed with the merchant prior to publication. When presenting advertisement via electronic media or print, the use or forwarding of merchant logos has to be confirmed by the merchant in writing.
Sales Promotion and Licenses
When the affiliate contract is signed, the affiliate gains the non-transferable and at any time redeemable right to use material published on the merchant's website for marketing purposes by the creation of links to the merchant's website. The affiliate may not alter the merchant's material without the merchant's express written consent.
The advertising media may only be used for purposes of advertising SnowTrex products.
This licence expires with termination of the affiliate contract.
A change in the URL-address of the affiliate website does not alter the affiliate agreement and the rights and obligations of this contract remain unaffected.
- The affiliate places an affiliate programme advertisement of their choice on their website and thereby links to the merchant's website. By means of the affiliate's unique link code, the merchant's registration system identifies customers, who were mediated by the website of the affiliate. The links can lead to different areas of the merchant's website. Modification of the links is only possible with permission from the merchant. The merchant reserves the right to modify the links at any time.
Structure and Maintenance of the Affiliate’s Website
The production of supplementary advertisement material referring to the merchant may only take place with the understanding of the merchant. They may be inserted only after express written consent.
Calculation of the Commission
- Payment mode
The Agent receives a commission for contracts which come into existance between the customer and the merchant via the Agent's website. Claim to the commission begins with day the travel commences, commission statements are settled monthly, in the month after the customer has travelled.
The percentage rate of the commission lies between 5 and 10%. The default commission is 5%. Higher commission levels will be appointed dependant on sales as well as the manner of the cooperation. There are six commission levels:
Type of Agreement Sales: Commission: Start-Up Affiliate up to €15,000 5,0% Pro Affiliate from €15,000 6,0% Premium Affiliate from €30,000 7,0% Power Affiliate from €50,000 8,0% VIP Affiliate from €75,000 9,0% Exclusive Partner from €100,000 10,0%
With their agency number and password the affiliate gains access to their personal online statistics, enabling them to get information about the actual level of their sales volume and the accumulated commission.
The calculation of the commission depends on the sales volume regarding the merchant's holidays, achieved by the respective agency number within one fiscal year (all travel departures between June 1st and May 31st).
With the payment of the commission, all costs, expenses and claims arising for the affiliate in connection with the intermediation of the merchant's products are completely compensated.
- Calculation basis
- Additional commission on extras added afterwards
The basis for calculation of the commission is the sales volume in the currency "euro", according to the merchant’s fixed currency rate on the day of the booking. The complete sales are taken into account for the commission including all booked extras. Collected cancellation costs as well as additional bookings and booking alterations will be taken into account for the calculation of the commission. The Affiliate Programme is based on cookie-tracking. The SnowTrex cookie with the respective agency number is valid for 30 days. Affiliate sales will be tracked based on this system.
As the merchant themselves receives a very small to no commission for the purchase of lift passes (e.g. Ischgl), these generally will not be taken into account for the commission. No commission will be paid on additional charges or taxes (e.g. keycard fee, tourist tax, credit card fee), nor for flights, as the merchant passes the prices of the flights on to the customer without mark-ups.
There is no right to commission if the customer does not, or only partly, comply with their duty of payment. Commission is calculated according to the actual payments made by the customer.
If the booked holiday cannot be performed due to an act of God (force majeure) or due to not having reached the minimum number of participants, no commission claims arise for the affiliate. If only a part of the holiday has to be cancelled, the commission will be accorded to the proportionate holiday price.
Additional services (extras) such as a coach journey, equipment hire and lessons are a significant component of the merchant’s product. Due to technical reasons (IBE/CRS, for example, cannot feature these) or due to lack of knowledge, many customers do not (cannot) book these; the merchant reserves the right to inform customers about the numerous advantages of these extras subsequent to the booking. This service is free for agencies, and the agency benefits from the sales volume generated by this. Customer protection remains unaffected.
- Payment mode
- The merchant will provide all information needed to properly set up the links for the affiliate. This information is located in the personal affiliate area, to which the contractual partner receives access via password after registration.
Obligations and Rights of the Merchant
The merchant administrates bookings mediated through affiliate links, records the amount and sum of sales intermediated by the affiliate, provides the affiliate with a booking statistics, manages dispatch, payment, cancellation and all corresponding customer services.
The merchant informs the affiliate about recent news on products and the programme in a regular affiliate newsletter. This news is sent to the e-mail address saved in the affiliate area. The affiliate can revoke the agreement to receive the affiliate newsletter given upon conclusion of the contract at any time.
- The affiliate is solely responsible for the correct technical integration of the links onto the affiliate sites. As such, the affiliate should only use links provided in the context of the affiliate programme. Otherwise the correct registration and accounting of sales cannot be guaranteed.
Obligations of the Affiliate
The affiliate is responsible for the set-up, operation and maintenance of their website, as well as for the accuracy and propriety of the presented content. The affiliate is responsible for the technical operation, in particular for the functionality of the links to the merchant's website, as well as for the guarantee that the content on their website is not offensive to third party rights and does not break any laws.
If the affiliate breaches these duties and third party claims of damages against the merchant result from the breach, the affiliate is obliged to release the merchant from these claims. This includes legal costs arising from a rejection of these claims, for a necessary solicitor or through apparent misuse by the affiliate.
If, by fault of the Agent, a booking cannot be performed, TT can claim the cancellation costs, according to the terms and conditions of booking and payment of TT, against the Agent.The Agent is at liberty to prove that less financial damage has been caused. The assertion of a higher indemnity claim is subject to the operator.
The Agent is obliged, to only place a TT Cookie, if the client is actually interacting with the TT website, by either clicking on an advertising item on the Agent’s web page or, if the Agent has integrated the TT website directly, performing any type of action on the TT page. In any other case the placing of a Cookie and the therefore resulting claim to commission is prohibited. In case of infringement by the Agency, an administrative fine of € 5,000 is agreed on.
The affiliate may not arrange their website in a way which might lead to a danger of confusion with the merchant's website, or gives the impression that the website of the affiliate is completely or a part of the merchant's website. Exempt therefrom are the web pages provided by the merchant in the context of the affiliate programme. Furthermore, the affiliate is forbidden from publishing advertisements with the keyword SNOWTREX (also in modified spellings) in internet directories and search engines (Google, Google Adwords, Yahoo etc.), as the term SNOWTREX is a protected trademark. Therefore the brand name SNOWTREX as well as related misspellings have to be negated in the keyword lists as broad keyword types. For every offence, a contractual penalty of €1,500.00 is stipulated. The merchant reserves the right to raise further claims. The affiliate is not authorised to generate or accept any offers, negotiate or sign contracts in the name of the merchant. In addition they are forbidden from giving the impression to third parties that they are a legal representative of the merchant. Upon breach of these responsibilities, the affiliate is fully liable for damages against the merchant.
- Termination of the contract can be effected by both parties, with 3 months notice to the end of the month. It must be effected in writing.
- Termination without notice can only be effected if
- there is an existing demand for an opening of insolvency proceeding against the CEO or shareholder, or against the agency itself.
- non-approved images and text data is used by the contract partner in connection with the merchant.
- sales information from the merchant is used by the contract partner, on other non-approved platforms.
- Even after the closure of contract, regardless of the reason, the duties for both agent and merchant remain valid, as long as there is still business to conclude.
- With the closure of contract, the contract partner is obliged to remove all info about the merchant and it's brands - also online (e.g. banners, etc) - with immediate effect. Further, the contract partner is not permitted to use the merchant's name in any written document or publication and may not promote it's products. All advertising media, offered to use by the merchant, has to be returned immediately, or latest with the conclusion of open business.
- German commercial law applies. Cologne (Germany) is stipulated as the place of jurisdiction for disputes arising from this contract.
Place of Jurisdiction
- TT reserves the right to amend regulations and stipulations of this contract at any time. The contract partner will be informed about any amendments via e-mail. If no cancellation of the contract is received within one week after reception of this e-mail, the amendment is considered as accepted.
- As both parties have given the other certain access to business information within the framework of the collaboration, both parties are obligated to deal with all information (verbally as well as in written form), such as business plans, products, services, development, finances, research and other business aspects, including analyses and evaluations with the utmost confidence.
This especially applies to the amount of agreed commission.This does not apply to general information or easily accessible sources, which also can be accessed by others. The non-disclosure agreement also applies to the period after the termination of the contract.
- The contractual parties undertake to treat the customer data made available to them within the frame and for the purposes of this contract, strictly in accordance with the relevant legal data protection regulations, in particular the Federal Data Protection Act. The data may only be used in legal accordance for advertising purposes, may not be forwarded to third party and shall not be made accessible after termination of the contract.
- The merchant assures that the website is operating within the most up-to-date technical possibilities. The merchant assumes no liability for further claims.
Warranty and Liability
In addition, the liability of legal transaction representatives and vicarious agents of the merchant is limited to intent and gross negligence. In the case of contractual indemnification obligations by the merchant, liability for financial loss is calculated in accordance to the foreseeable damage, but is limited no more than the amount of commission revenue for the last month.
In the case a booking can not be reconstructed due to of loss of data, liability only applies if the affiliate backs up his data at least once a day. This liability, as previously regulated, is limited in this case.
Any liability under the product liability law remains unaffected.
- If one of the contractual clauses is ineffective, both parties will endeavour to find a regulation which comes close to the economic purpose of the ineffective agreement. The other regulations of this contract remain unaffected.
There are no verbal side agreements. Changes to this contract must be in written form. This is also valid for the change of requirement of written form itself.
Bonner Str. 484-486
50968 KÖLN (GERMANY)
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