Affiliate Agreement

 

This agreement refers to the “Prodigy Herbal Program” which is a multi-level affiliate program offered by Wudee (Pty) Ltd, registration number 2016/461612/07, that will henceforth be referred to as “The Distributor,” hosted at https://prodigyherbal.com, and will henceforth be referred to as “The Program.”

 

Please read this agreement carefully. If you do not agree to the terms of this agreement, you may not participate in the affiliate program in any way. Thus, by participating in the Prodigy Herbal Program, you are agreeing to comply with, and be legally bound by, the terms of this contract.

 

Upon creating an account to purchase our products, users will automatically be registered as affiliates of the Prodigy Herbal Program offered by The Distributor at https://prodigyherbal.com. If however, you do not intend to sell our products or share your affiliate links, then this agreement does not apply to you. All participating affiliates of the Prodigy Herbal Program expressly agree to this agreement by virtue of their participation, which includes the sharing of affiliate links, making private or public posts, telephone calls, sending messages or emails that refer to, or direct potential buyers/affiliates to, the Prodigy Herbal Program, its website and/or any of its products.

 

 

  1. Affiliates

Every affiliate is considered an independent contractor of The Distributor and not an employee. The opportunity offered by The Distributor in The Program is not intended as a job opportunity and the affiliate’s relationship to ‘the company,’ therefore, does not resemble the employee/employer relationship in any way.

 

  1. Earning Commissions

Whenever someone registers using your affiliate link, your affiliate account will be credited as their referrer and sponsor. Commissions from all purchases made from this account, will be credited to your account. The rate at which you earn commissions is set out on the website and is subject to change at any time. The Program strives to pay similar rates, and the best rates possible, on future products and/or services that may be offered, so as to maximise the earning opportunity for affiliates, but reserves the right to pay commissions at appropriate rates where necessary.

Commission will not be paid on shipping, packaging, handling or administration fees or on payments, or part thereof, made with discount coupons.

 

  1. Joining Fees

Affiliates shall be charged NO FEES for setting up an account to join The Program.

 

  1. Income Tax Liabilities

Being independent contractors, each affiliate is responsible for declaring any and all income received from The Program and paying the relevant income taxes and/or any other tax labilities as stipulated by SARS (South African Revenue Services). It is the affiliate’s sole responsibility and not the responsibility of The Distributor to take the steps necessary to fulfil the conditions of the Tax Code and/or any other applicable laws.

 

  1. Commissions Payments

Commissions are paid in full by The Distributor, once per month, on the 25th, unless the 25th lands on a weekend or public holiday, in which case payment will take place on the preceding working day. A minimum commission amount of R500 must be earned before you will be paid commissions. In any commission period, your commission must exceed this amount before you will receive any amount for this period. Commissions below this amount may be manually transferred by the affiliate at any time into eWallet vouchers on the Affiliate Dashboard for purchases from the Prodigy Herbal store or will otherwise be held by The Distributor until such a time as the commissions equal or exceed the minimum amount.

Commissions will not be paid on any sales for which payment has not been received, for any incomplete transaction, or one that has been rejected for whatever reason.

The Distributor is not responsible for paying interest to affiliates for accrued but not yet delivered commission payments.

If products are returned or if an online transaction is not completed for whatever reason, no commission payment is due to the affiliate and in the case that a commission has already been paid for such transactions, it will be deducted from the affiliate’s future commissions.

All commissions are paid in South African Rands (ZAR), to South African bank accounts, by electronic funds transfer (EFT) and will have a processing fee of R10 per payment, which will be deducted from the commissions being paid.

Each affiliate is responsible for providing accurate banking details to the account in which their commissions are to be paid. Should the affiliate provide incorrect details or fail to follow the correct procedure to update the details when their banking details change, The Distributor will not be responsible for the affiliate not having received their commission. Please note that when updating banking details, it is necessary to update the Payment Settings under the Profile tab on the affiliate dashboard as well as sending an email notification to commissions@prodiyherbal.com, ensuring that you receive a confirmation reply, that your banking details have successfully been updated.

Changing bank details will incur an administration fee of R15 that will be deducted from the commissions owed to the affiliate.

 

  1. SPAM & Unsolicited Commercial Emails (UCE)

The Program will not tolerate SPAM and/or unsolicited bulk emails, which promote or make reference to The Program or any of its products and/or services. Affiliates should read The Program’s anti-spam policy. Any affiliate that breaches this policy, by The Distributor’s standards, will have their affiliate status cancelled and any outstanding commissions will be forfeited.

 

  1. Unprofessional Conduct

The Program is run by The Distributor according to the strictest code of professional conduct and any affiliate that brings The Distributor, its employees or partners into disrepute by manner of slander, racism, sexism, homophobia, hate-speech, violence, illegal activities and/or unfair business practices, will have their affiliate status terminated without notice and any outstanding commissions will be forfeited.

The Program does not permit for affiliates to use adult content in promotional material associated with The Program or for its products, services or promotional branding to be shared or published on websites or pages that share adult content. Failing to comply will result in having their affiliate status terminated without notice and any outstanding commissions will be forfeited.

The Program reserves the right to reject any affiliate application or terminate any affiliate status without notice if, in The Distributor’s opinion, that person violates established laws or commonly held standards of decency.

 

  1. Affiliate Sales Tracking

Upon signing up as an affiliate, you will receive a unique affiliate URL which you will use to direct traffic to the website. When someone uses your URL, a cookie will be set in their browser with your affiliate ID and their IP address may be logged with your affiliate account. Commission will be assigned to your account, based on the existence of this cookie or the IP that is logged to your affiliate ID. Thus, in order to receive credit for sales, a person must make their first purchase and/or create an account with The Program by accessing the website through your unique affiliate URL.

The Distributor will not be held liable for commissions that are not assigned to an affiliate as a result of the buyer using an alternative link to the website, clearing or deleting the relevant cookies from their browser, denying the use of cookies, using a separate device to make their initial purchase or any other action on the part of the buyer that will prevent the system from recognising the affiliate as the referrer of the purchase.

 

  1. Term & Termination

This agreement commences upon an affiliate’s sign-up with The Program and will end when either the affiliate or The Distributor terminates the affiliate status, or if an affiliate account is inactive for any twelve (12) month period. The affiliate may terminate this agreement at any time and for any reason, by emailing The Distributor at any of the email addresses listed on the website. The affiliate may not transfer this agreement, or any rights conveyed by the agreement, to any third party.

The Distributor may also terminate the agreement at any time and for any reason, by informing the affiliate in writing at their listed email address, with 30 days’ notice. If however, this agreement or any of its terms are violated by the affiliate, the agreement shall terminate immediately and any outstanding commissions will be forfeited.

Upon termination of this agreement, the former affiliate must remove all references, affiliate links, branding, banners and/or posts from their website and refrain from republishing this content anywhere and/or in any manner whatsoever. The affiliates rights to this agreement will then be transferred to another active affiliate in The Program.

 

  1. Rights to Modify Agreement

The Distributor may, in good faith, modify this agreement and any of its terms and conditions, at any time at the sole discretion of The Distributor by posting a notice of the changes and/or a new agreement on the website. These changes will come into effect one calendar month after publishing the new agreement. The affiliate’s continued participation in The Program following the said changes in the agreement shall constitute binding acceptance by the affiliate of the said changes.

If any modification to the agreement is not acceptable to the affiliate, The Distributor will terminate the agreement with the affiliate with 30 days’ effective notice from the time of posting the new agreement.

 

  1. Misuse

It is understood that affiliates shall not use the website, its branding and/or promotional material in connection with obscene, offensive, derogatory, slanderous, hateful, illegal and/or politically disruptive material, the definition of which shall be at the sole discretion of The Distributor. It is also understood that affiliates shall not try to cheat the system in an effort to increase their payments or reach a higher status ranking. If any such misuse is detected, the affiliate’s status will immediately be terminated and any commissions due will be forfeited.

All affiliates further agree to refrain from engaging in any hostile activity towards The Program and/or the website and to inform The Distributor if they know of any such activity. Any affiliate that engages in such hostile activity, such as hacking, shall have their affiliate status terminated, and be held liable for any damages or loss sustained by The Distributor as a result of such action.

 

  1. As-Is Only

There is no guarantee or warranty of any kind with respect to The Program, its website and its operating system as far as reliability, stability, quality or dependability. The Distributor will not be held responsible for any loss or damage incurred directly or indirectly due to the use of The Program, its website, products, services, or any other facet of the system. This shall include, but not be limited to, any system malfunction, period of being inoperative or unavailable, loss of data, discontinuation of service, or any other inconvenience.

 

  1. Electronic Communication and Emails

The Program requires that all affiliates list their primary email address on their affiliate profile and consent to receiving communications from The Program. Affiliates agree that all agreements, notices, disclosures and/or other communications sent by The Program to their listed email address are considered delivered and that these communications satisfy the legal requirement for being in writing. As such, affiliates may NOT opt out of any emails that they receive from The Program or The Distributor. All affiliates must always have a valid email address on file, or The Distributor reserves the right to terminate their affiliate status immediately without payment of any commissions due.

 

  1. Charging or Receiving Payment for Assisting Affiliates

The progress of any affiliate benefits The Program, and any affiliate in your downline benefits you in many ways. Thus, if you recruit and/or sponsor an affiliate by any means, you should always be willing to assist such an affiliate at no charge to the affiliate. Charging an affiliate for your assistance will result in your affiliate status being terminated immediately and all commissions owed to you will be forfeited.

 

  1. Predatory Advertising

Affiliates agree to refrain from any type of predatory advertising practices, the definition of which will be at the sole discretion of The Distributor, and shall include, but not be limited to, dynamically replacing the affiliate ID of one affiliate with that of another with the effect of ‘stealing’ the commission from the affiliate that earned it, whether this is intentional or not. Affiliates may not adjust any of the supplied affiliate links, reset cookies, or bypass other safeguards in the system. Engaging in such activity is grounds for immediate affiliate status termination and forfeiture of any earned commissions.

 

  1. Miscellaneous Provisions
  2. If any part of this agreement or the terms and conditions are declared void, this agreement and the terms and conditions shall, to the maximum practicable extent, be construed without reference to that part. No term or condition will be waived unless in writing, and any waiver shall apply only to the specific event or situation which it describes and shall not be continuing.
  3. IF THE FOREGOING LIMITATIONS OR THE LIMITATIONS WITHIN THE TERMS AND CONDITIONS ARE HELD TO BE UNENFORCABLE, THE DISTRIBUTOR’S LIABILITY FOR DAMAGES UNDER THIS AGREEMENT TO ANY PERSON OR ENTITY SHALL NOT EXCEED THE AMOUNT OF FEES PAID BY THAT PERSON OR ENTITY FOR THE PRODUCT OR SERVICES PURCHASED.
  4. Any cause of action or claim you may have with respect to The Program, its website, products or services, must be commenced within ninety (90) days after the claim or cause of action arises or such claim or cause of action is barred.
  5. The Distributor’s failure to insist upon of enforce strict performance of any provision of this agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this agreement.
  6. Use of headings in this document are for convenience only and does not identify legal boundaries or terms explicitly.
  7. The Distributor may modify this agreement, and the agreement this creates, at any time, simply by updating the agreement on the website.
  8. The Distributor may transfer the rights and/or responsibility that he may have to any person or entity whatsoever. Nothing herein shall encumber The Distributor to transfer any such rights or responsibilities. Any transfer by The Distributor shall cause this agreement then in effect (as well as any contract between you and the transferring party) to transfer simultaneously, without notice or permission.
  9. Should the affiliate program be deemed illegal, The Distributor has the right to immediately terminate The Program, without recourse. If the payment processors utilised by The Program determine that payment cannot be made to the affiliates, The Distributor reserves the right terminate The Program immediately, without recourse. Nothing herein is intended to imply that The Distributor will always offer the affiliate program, products, services and/or opportunities created by The Program and its website or that The Distributor will offer any affiliate program whatsoever.
  10. Any rights not expressly granted herein are reserved.