Below are the Terms and Conditions for the Affiliate use of the PranaON Website
By signing up to be an affiliate in the Eco Superfoods Affiliate Program (the “Program”) you agree to be bound by the following terms and conditions (the “Terms”). Please ensure that you read them carefully before signing up. These Terms are a legal agreement between Eco Superfoods Pty Ltd ACN 600 537 380 (“Eco Superfoods”, “we”, “us”) and You (the “Affiliate”, “you”).
We reserve the right to update and change the Terms from time to time without notice. Any amendments, modifications, enhancements or changes to the Program including the release of new features and resources made available by us from time to time shall be subject to these Terms. Continued use of the Program after any such changes shall constitute your consent to such changes. You can review the most current version of the Terms at any time at:
Any violation of these Terms may result in, among other things, termination or suspension of your rights to be an Affiliate and forfeiture of any outstanding affiliate referral fee payments earned during the violation.
Your Principal Business
The relevant business that you are engaged in is the business of providing meal plan services to an active client base (“your client base”).
Account Registration & Terms
Activation of your Account
By signing this agreement your account will be deemed activated and you will be issued by us from time to time with a code for you to provide your customers for ordering so that you may be credited by us.
- You must be 18 years of age or older to join this Program.
- Permitted transmission of the Code
- You may only provide this code to active members of your client base.
- Responsibility for Security of the Code
- Responsibility for the security of the Code rests with you.
If you provide or otherwise make available access to the Code in whole or in part in any form to any person (“Invitees”) you undertake to ensure that all Invitees comply with these Terms and acknowledge that you shall remain responsible and liable for the acts or omissions of all Invitees to the same extent as if you had carried out such acts or omissions yourself.
You may not use the Program for any illegal or unauthorised purpose. You must not, in the use of the Program, violate any laws in your jurisdiction (including but not limited to copyright laws).
You may request and we may provide graphical images that can be used on your website and collateral to promote Eco Superfoods. You may request to modify these images but may not do so without prior permission in writing. We reserve the right to change the images at any time.
You will be solely responsible for the development, operation, and maintenance of your site and for all materials that appear on your site.
You may not use our name or graphics in any bulk email whatsoever unless we have given our advanced written consent. We may terminate the Agreement if any meaningful spam complaints naming us or our services result from your marketing activities.
You may not in any manner misrepresent or embellish the relationship between us and you, say you develop our Services, say you are part of Eco Superfoods or express or imply any relationship between us and you or any other person or entity, except as expressly permitted by this Agreement.
To be eligible for a referral fee, the customer must order product through the PranaON website and enter the Code provided to you pursuant to this agreement.
The referral fee is 10% inclusive of GST of our revenue from customers that you refer. The referral fee will be credited to you, less any referred customer returns, once the customer pays for their order.
The referred Customer shall be provided a discount on retail of 10% in their use of the Code.
These amounts may vary pursuant to individual contracts.
Accrued referral fees are paid via direct electronic bank credit roughly once per month. You must have a valid bank account to receive referral fees, as we don’t offer payment via cheque/check, credit card, cash or other method.
To simplify invoicing between us, we will issue self-billed invoices for all referral fees during the term of this Agreement. The invoice will show your name, address and abn. You undertake to update your Affiliate account promptly for any changes to such details. You will accept invoices raised by us during the term of this Agreement. You agree you will not raise invoices for payments covered by this agreement.
Customer payments refunded or payments charged-back due to credit card fraud do not qualify for referral fees. We may delay crediting of referral fees subject to risk analysis considerations and Anti-Money Laundering procedures.
A summary of orders and statement of referral fees may be made available to the Affiliate by request to us.
The referral fee structure is subject to change at our discretion.
We reserve the right to disqualify referral fees earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods.
All fees are exclusive of all taxes, charges, levies, assessments and other fees of any kind imposed on your involvement in this Agreement and shall be the responsibility of, and payable by you. If your place of business is Australia and you provide a valid abn, GST will be added to your referral fees.
Every customer who buys a product through this program is deemed to be a customer of Eco Superfoods. Accordingly, all of our rules, policies, and operating procedures concerning pricing, customer orders, customer service, and services sales will apply to those customers. We may change our policies and operating procedures at any time. Eco Superfoods is not responsible for any representations made by the Affiliate that contradict our rules, policies or operating procedures.
Pricing & Availability
We will determine the prices to be charged for products sold under this Program in accordance with our own pricing policies. Products prices and availability may vary from time to time. Because price changes may affect matters you have listed on your site, you should not display product prices on your site. We will use commercially reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any particular service.
Copyrighted and Trademarked Material
You are solely responsible for ensuring that your reviews, product descriptions and articles (if applicable at your site) obey all applicable copyright, trademark, and other laws. Eco Superfoods will not be responsible if you use another party’s copyrighted or trademarked material in violation of the law.
Term of the Agreement and Program
The term of this Agreement will begin upon our acceptance of your Program application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party notice of termination. Notice by e-mail, to your address on our records, is considered sufficient notice to terminate this Agreement. Eco Superfoods reserves the right to end the Program at any time. Upon Program termination, Eco Superfoods will pay any legitimate outstanding earnings.
Eco Superfoods, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Program, or any other Eco Superfoods service, for any reason at any time. Such termination will result in the deactivation or deletion of your Affiliate Account, and the forfeiture and relinquishment of all potential or accrued referral fees in your Account if they were earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods. Eco Superfoods reserves the right to refuse products or service to anyone for any reason at any time. Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site, all links to the Eco Superfoods website and all our images and other materials provided under the Program.
Relationship of Parties
You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Agreement.
Limitations of Liability
The Company and any of the Company’s officers, directors, employees, shareholders or agents of any of them, exclude all liability and responsibility for any amount or kind of loss or damage that may result to you or a third party (including without limitation, any direct, indirect, punitive or consequential loss or damages, or any loss of income, profits, goodwill, data, contracts, use of money, or loss or damages arising from or connected in any way to business interruption, and whether in tort (including without limitation negligence), contract or otherwise) in connection with this Program.
Nothing in this legal notice shall exclude or limit the Company’s liability for any liability which cannot be excluded or limited under applicable law.
The Company shall not be liable to you for any claim made against you by a referred Customer with respect to the products or service of the Company or otherwise.
Any dispute relating in any way to this Agreement (including any actual or alleged breach hereof), any transactions or activities under this Agreement or your relationship with us or any of our affiliates shall be submitted to confidential arbitration in Queensland. Arbitration under this agreement shall be conducted under the Law then prevailing in Queensland. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
All notices given by you to us must be given to Eco Superfoods Pty Ltd at email@example.com. We may give notice to you at the e-mail address you provided to us when registering. Notice will be deemed received and properly served 24 hours after an e-mail is sent. In proving the service of any notice, it will be sufficient to prove in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.
Events outside our control
We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations hereunder that is caused by events outside our reasonable control (a “Force Majeure Event”).
A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
(a) strikes, lock-outs or other industrial action;
(b) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
(c) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
(d) impossibility of the use of public or private telecommunications networks;
(e) the acts, decrees, legislation, regulations or restrictions of any government.
Our performance is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under these Terms may be performed despite the Force Majeure Event.
If we fail, at any time to insist upon strict performance of any of your obligations under these Terms, or if we fail to exercise any of the rights or remedies to which we are entitled hereunder, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
A waiver by us of any default shall not constitute a waiver of any subsequent default.
No waiver by us of any of these Terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.
If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
These Terms and any document expressly referred to in it represents the entire agreement between us in relation to the use of the Program and supersedes any prior agreement, understanding or arrangement between us, whether oral or in writing.
We each acknowledge that, in entering into these Terms, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to entering into these Terms except as expressly stated herein.
Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date we entered into these Terms (unless such untrue statement was made fraudulently) and the other party’s only remedy shall be for breach of contract as provided in these Terms.
Governing law and jurisdiction
This legal notice shall be governed by and construed in accordance with Queensland law. Disputes arising in connection with this legal notice shall be subject to the exclusive jurisdiction of the Queensland Courts.
35 Harrington Street, Arundel Qld 4214
Phone: 1300 283 285