Terms and Conditions of Participation Affiliate Partner Program

1. Scope

(1) These terms and conditions of participation (hereinafter referred to as „Terms and Conditions“) apply to the contractual relationship between tongkataliextrakt.de, Friedensallee 97, 15834 Rangsdorf and the contractual partners (hereinafter referred to as „Partners“) of the Affiliate Program (hereinafter referred to as „Partner Program“).

(2) We provide our services exclusively on the basis of these Terms and Conditions. The partner’s own terms and conditions require our express written consent and therefore do not apply even if we do not expressly object to their validity.

(3) These Terms and Conditions are directed only at entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB). Consumers are excluded from participation in the partner program.

2. Conclusion of contract

(1) A contract between us and the partner regarding the placement of advertising materials is concluded exclusively through our online application process at XXXX. By registering, the partner submits an offer to participate in the partner program and thereby accepts the General Terms and Conditions. A contract is only concluded when we expressly declare acceptance of the offer or release specific advertising materials for the partner.

(2) There is no entitlement to participate in the partner program or to conclude a contract with us. We may reject individual partners at any time without giving reasons.

3. Subject matter of the contract

(1) The subject of this agreement is participation in the affiliate program, which is intended to increase sales of our products through our website. Participation in the affiliate program is free of charge for the partner. For this purpose, we provide the partner with a selection of advertising materials through the affiliate program at our sole discretion. We may offer various programs simultaneously (hereinafter „campaigns“).

(2) The Partner shall place the advertising materials approved for it on its websites registered and approved in the Partner Program (hereinafter „Partner Website“) at its own responsibility. The Partner is free to decide whether and for how long to place the advertising materials on the Partner Website. The Partner is entitled to remove the advertising materials at any time.

(3) For the promotion and successful brokerage of transactions (e.g., orders), the Partner receives a commission, which depends on the scope and actual value of the service. Details can be found in the description of the respective campaign in the Partner Program and Section 7 of these Terms and Conditions.

(4) The partner program does not establish any other contractual relationship between the parties beyond this agreement.

4. How the partner program works

(1) The partner must register for the partner program using the data requested during registration. After registration, a customer account will be created for the partner, through which the partner can manage their partner activities.

(2) For approved campaigns, we provide the partner with specific HTML code for links and other advertising materials that can be used to identify users of the partner websites when they click on the link. The partner must integrate this HTML code into their website to enable tracking.

(3) Through the customer account, the partner also receives access to certain statistical data, which we have specified in detail, about the advertising materials used by the partner.

5. Our duties

(1) We provide the Partner, at our own discretion, with a selection of advertising materials (e.g. advertising banners, text links, videos and images) (hereinafter: “Advertising Materials”) for individual campaigns.

(2) We will ensure appropriate tracking of visitors who access our website via the advertising materials integrated into the partner’s website (hereinafter „partner leads“). We will also ensure that any orders placed by partner leads (hereinafter „sales“) are attributed to the partner.

(3) We operate our website and the services offered there, such as the provision of product data, at our own discretion, within the scope of the technical possibilities available to us. We are not obligated to ensure error-free and/or uninterrupted availability of the website. The quality and accuracy of the products and advertising materials offered on our website are at our sole discretion.

(4) We further undertake to pay the remuneration in accordance with clause 7 under the conditions set out therein.

6. Rights and obligations of the partner

(1) The Partner may only integrate the advertising materials into the Partner websites. The Partner is expressly prohibited from linking the provided links to other advertising media (e.g., newsletters or social media) and/or making changes to the advertising materials. The advertising materials may only be used on the Partner websites for the purposes specified in this Agreement.

(2) The Partner is responsible for the content and ongoing operation of the Partner Website and will not, during the term of this Agreement, place any content there that violates applicable law, common decency or the rights of third parties and/or is likely to damage our reputation. We are entitled, but not obligated, to review the Partner Websites. The Partner is particularly prohibited from distributing content that

Racism,
glorification of violence and extremism of any kind,
Calls and incitement to criminal acts and/or violations of the law, threats to life, limb or property,
Incitement against persons or companies,
statements that violate personal rights, defamation, libel and slander against users and third parties as well as violations of unfair competition law,
copyright infringing content or other violations of intellectual property rights or
sexual harassment of users and third parties

represent, concern, or contain. Such content may not be integrated into the partner website itself, nor may the partner website link to corresponding content on other websites.

(3) Any form of abuse, i.e., the generation of leads and/or sales through unfair methods or improper means that violate applicable law and/or these Terms and Conditions, is prohibited. The Partner is particularly prohibited from attempting, either directly or through third parties, to generate leads and/or sales or to ensure that sales are attributed to the Partner using one or more of the following practices:

Feigning leads or sales that did not actually occur, e.g. by providing unauthorized information about other people or by providing false or non-existent data when ordering goods on our website,
Use of advertising forms that allow tracking but do not display the advertising material, do not display it perceptibly, or do not display it in the specified form and/or size,
Cookie Dropping: Cookies may not be set when visiting the website, but only if the user of the partner website has previously clicked on the advertising material in a voluntary and conscious manner,
other forms of affiliate fraud (especially cookie spamming, forced clicks, affiliate hopping) as well as the use of layers, add-ons, iframes and postview technology to increase leads,
Use of terms that are legally protected by us or third parties, in particular trademark law, for example in search engines, when placing advertisements or promoting the partner website without our express prior written consent. The partner is particularly prohibited from maintaining websites on the Internet that could lead to a risk of confusion with us or the products we offer. In particular, the partner may not copy our website, landing pages or other presences of ours or adopt graphics, text or other content from us. The partner must avoid the impression that the partner website is one of our projects or that its operator has a financial connection with us that goes beyond the partner program and this agreement. Any use of materials or content from our presence as well as our logos or trademarks by the partner requires our prior written approval.

(4) The Partner undertakes to operate the Partner Website in compliance with applicable law and, in particular, to maintain a proper imprint.

(5) E-mail advertising that contains advertising material or otherwise advertises for us may only be carried out if this has been approved by us in advance and all recipients have given their express consent to receive advertising by e-mail and a verification of the e-mail address has been carried out and documented using a double opt-in procedure.

(6) The Partner will immediately remove advertising material from the Partner Website upon request from us. This also applies, in particular, to websites on which we do not wish, or no longer wish, to integrate the advertising material, for whatever reason.

(7) The Partner will refrain from any reference to us or our products in any promotion of the Partner Website. In particular, the Partner will not place any context-based advertisements (especially Google AdWords or AdSense) that contain our name, company keywords, or trademarks, or that are delivered based on the use of such keywords. The same applies to the names of our products.

(8) The Partner undertakes to refrain from any type of electronic attacks on our tracking system and/or our websites. Electronic attacks include, in particular, attempts to overcome, circumvent, or otherwise disable the tracking system’s security mechanisms, the use of computer programs to automatically read data, the application and/or distribution of viruses, worms, Trojans, brute-force attacks, spam, or the use of other links, programs, or processes that could harm the tracking system, the Partner Program, or individual participants in the Partner Program.

7. Remuneration

(1) The contractual partner shall receive from us a performance-related remuneration for sales carried out by partner leads on our website.

(2) The right to payment of remuneration shall only arise under the following conditions:

through the partner’s advertising activity, a sale was made by an end customer with us,
the sale has been logged (“tracked”) by us,
the sale has been released and confirmed by us and
There is no abuse within the meaning of Section 6.3 of these Terms and Conditions.

(3) A sale is defined as a fully completed order generated on our website by an end customer, which has also been paid by the end customer. Reversals – regardless of the reason – are not considered a sale if the end customer has not paid or if payments made by the end customer are refunded. Reversals that occur more than eight weeks after the end customer’s payment are not considered.

(4) Orders placed by the partner or his relatives are not subject to remuneration.

(5) Orders resulting from partner leads generated through partner websites or other advertising spaces where we have requested the partner to remove the advertising material are not subject to compensation. This applies from the time of the request.

(6) The tracking system we use determines whether a sale is based on a partner lead. Unless otherwise specified in the partner program or for individual campaigns, the „last cookie wins“ principle applies with a cookie duration of 30 days. We are not obligated to pay if and to the extent that the tracking system fails or another malfunction occurs that makes it impossible or only possible with considerable effort to assign leads or sales to individual partners.

(7) The amount of compensation is based on the commission specified in the respective campaign at the time of the sale. Unless otherwise specified, a commission of 30% of the net price of the respective sale applies.

(8) All commissions stated are net fees and are paid plus VAT.

8. Billing

(1) We will provide the Partner with a statement of remuneration claims in their customer account. The Partner will review the statement promptly. If the Partner has any objections to an invoice, they must submit them to us in writing within four weeks. After this period, the invoice will be deemed correct.

(2) Compensation claims are due two months after the end of the month in which the payment is received from the end customer for the respective sale. Compensation claims are only due if a minimum payout amount of €25 is reached. The partner reserves the right to request smaller amounts in return for reimbursement of a flat-rate processing fee of €5. This fee will be deducted from the amount to be paid out.

(3) Payment will be made via bank transfer or PayPal with debt-discharging effect to the bank details provided by the partner in the customer account. Any bank fees (e.g., for foreign bank accounts) are borne by the partner.

9. Liability

(1) Unlimited liability: We are liable without limitation for intentional misconduct and gross negligence, as well as in accordance with the Product Liability Act. For damages resulting from slight negligence, we are liable for injury to life, limb, or health.

(2) Furthermore, the following limited liability applies: In the case of slight negligence, we are only liable in the event of a breach of a material contractual obligation, the fulfillment of which is essential for the proper execution of the contract and on whose compliance the partner may regularly rely (cardinal obligation). Liability for slight negligence is limited to the damages foreseeable at the time of conclusion of the contract, the occurrence of which must typically be expected.

(3) We shall not be liable for any further damages.

(4) The above limitation of liability also applies to the personal liability of our employees, representatives and bodies.

10. Indemnity/Contractual Penalty

(1) The partner indemnifies us and our employees or agents against all claims by third parties arising from any alleged or actual infringement of rights and/or violation of third-party rights by actions undertaken by the partner in connection with the partner program. Furthermore, the partner undertakes to reimburse us for all costs incurred by us as a result of such claims by third parties. Reimbursable costs also include the costs of reasonable legal defense.

(2) The Partner agrees to pay a contractual penalty for each case of misuse pursuant to Section 6.3, to be determined by us at our reasonable discretion and subject to judicial review in the event of a dispute. The contractual penalty shall not exceed twelve times the Partner’s highest monthly turnover within the last six months prior to the misuse. Further claims for damages remain unaffected by this provision.

11. Rights of use

(1) The advertising materials and our other content are protected by copyright and/or other intellectual property rights. We grant the Partner a simple and non-exclusive right to use the advertising materials for the duration and purpose of this agreement.

(2) Any modification, reproduction, distribution or public reproduction of the advertising material or of a substantial part thereof in terms of type and scope requires our prior written consent, insofar as it goes beyond the scope granted in paragraph 1 above.

12. Confidentiality

(1) The Partner undertakes to keep all knowledge of our trade and business secrets or other confidential information acquired within the scope of the contractual relationship confidential for an unlimited period of time (including beyond the termination of this contract), to use it only for the purposes of the contract, and in particular not to disclose it to third parties or otherwise exploit it. If we designate information as confidential, the irrefutable presumption shall apply that it constitutes trade or business secrets.

(2) The content of this contract and the associated documents must be treated confidentially (as trade and business secrets) by the Partner.

(3) The Partner shall oblige its employees and other persons whom it uses to fulfil its contractual obligations to maintain confidentiality in a manner corresponding to the above paragraphs 1 and 2.

13. Contract term and termination of the contract, blocking

(1) The contract is for an indefinite period and may be terminated by either party at any time without notice and without giving reasons.

(2) In addition, and in addition, the parties‘ right to terminate the contractual relationship by extraordinary termination for good cause remains unaffected. For us, good cause justifying extraordinary termination exists in particular in the following cases:

serious breach by the Partner of obligations under this Agreement, in particular a breach of clauses 6.2, 6.4 and/or 6.8,
Violation of obligations under this contract and failure to remedy or cease the violation despite our request to do so,
a case of abuse within the meaning of section 6.3.

(3) Termination may be made by email. A termination declared by us by email shall be deemed received on the day it is sent to the email address provided by the Partner in the customer account. We may also declare termination by restricting access to the customer account. The Partner may also declare termination by deleting the customer account. The contract will be terminated upon receipt of the termination.

(4) Upon termination of the contract, the Partner is obligated to immediately remove all advertising materials and other links and content from the Partner website. This also applies to websites or other advertising media in which the Partner has integrated the advertising materials or links without authorization.

(5) Leads and/or sales generated after termination of the contract do not give rise to any obligation to pay compensation.

(6) Instead of termination, we may also block the customer account in the cases described in Section 13.2. This also applies if there is only reasonable suspicion of misuse as per Section 6.3. We will inform the partner of the reason for the block and lift the block once the reasons leading to the block have been clarified and, if applicable, eliminated. Leads generated during the block period do not result in any obligation to pay compensation.

13. Final provisions

(1) Should the contract contain invalid provisions, the validity of the remaining provisions shall remain unaffected.

(2) We reserve the right to amend these Terms and Conditions at any time. Any changes will be communicated to the Partner via email. Should the Partner not agree to the changes, they are entitled to notify us of this within four weeks of receipt of the notification of the changes. In this case, we have a special right of termination. If such notification is not received within this period, the changes will be deemed accepted and will take effect upon expiration of the period.

(3) This contract shall be governed exclusively by German law.

(4) If the partner is a merchant, a legal entity under public law or a special fund under public law, the local court of Zossen shall be the place of jurisdiction for all disputes arising from or in connection with contracts between us and the partner.