PrimeCOD Affiliate Program – Terms and Conditions
This Agreement constitutes a binding agreement between you and “PrimeCOD Limited”, and outlines the terms and conditions for using the PrimeCOD Limited Affiliate Network located at https://affiliates.Primecod.net, as well as all content and services provided on the website and within the affiliate network.
PrimeCOD Limited’s Affiliate Network brings together publishers and advertisers as participants in the network. Individuals who do not attain the status of network participants use the site as visitors. The terms of this Agreement apply to all network participants and site visitors without exception. The parties to this Agreement include PrimeCOD Limited, advertisers, publishers, and other site visitors.
The Agreement stipulates the specifics of the services provided within the Affiliate Network and on the site, the rights and obligations of PrimeCOD Limited, network participants, and other site visitors, their liability to each other and third parties, and the general code of conduct within the Affiliate Network. By accepting this Agreement, you agree to use the PrimeCOD Limited Affiliate Network and https://affiliates.Primecod.net website solely in accordance with the terms and conditions outlined below.
This Agreement supersedes all prior agreements between network participants, site visitors, and PrimeCOD Limited. We kindly request that you carefully review this Agreement, and if you do not agree with any part of its terms (either partially or wholly), please refrain from using the site and do not register as a participant in the Affiliate Network.
PrimeCOD Limited Affiliate Network Status
1.1. The PrimeCOD Limited Affiliate Network (hereinafter referred to as the “Affiliate Network”) is a platform designed for advertisers to post their commercial offers for products they sell (offers) and to facilitate their promotion by publishers outside the Affiliate Network through driving traffic to advertisers’ resources. The Affiliate Network is located at https://affiliates.Primecod.net/ and is administered by PrimeCOD Limited.
1.2. The primary objective of the Affiliate Network is to act as an intermediary between advertisers and publishers. PrimeCOD Limited is not a beneficiary in transactions between advertisers and their customers. All information about advertised products from advertisers published within the Affiliate Network comes from third-party advertisers.
1.3. The Affiliate Network does not initiate the placement or transfer of advertising materials on the internet, the introduction of goods into circulation, the selection of advertising material recipients, nor does it influence the accuracy of the transmitted information.
Services Provided in the Affiliate Network
2.1. PrimeCOD Limited offers services for generating leads through the placement of advertiser offers on the Affiliate Network’s resources. The Affiliate Network provides the following opportunities for participants:
Facilitating interaction between Affiliate Network participants;
Hosting advertiser offers on the Affiliate Network’s website;
Assisting publishers in driving traffic to advertiser resources;
Managing lead tracking, maintaining, and providing service statistics;
Organizing transactions between Affiliate Network participants;
Offering technical and consultative support for working with the Affiliate Network;
Helping to create and define the terms of advertiser commercial offers (offers).
2.2. PrimeCOD Limited provides the following services to site visitors (unregistered users):
The option to register in the Affiliate Network as a participant (advertiser or publisher);
Providing information on available offers and their terms;
Ensuring site functionality and maintenance;
Offering information on the Affiliate Network, its benefits, and working conditions; sharing experiences of working with PrimeCOD Limited;
Providing access to other information available in the public section of the website.
2.3. By agreement with Affiliate Network participants, PrimeCOD Limited may provide additional services to them, either for a fee or free of charge, including services for the design development of advertisers’ products being sold.
2.4. PrimeCOD Limited reserves the right to suspend the provision of services to Affiliate Network participants indefinitely in the event of non-compliance with their obligations under this Agreement. The provision of services to advertisers may be suspended in case of violation of rules regarding prepayment for provided services.
2.5. While PrimeCOD Limited does not engage in activities directly related to the sale of goods or works, it does provide services for creating advertiser products, offering call center services, and organizing logistics. The Affiliate Network supports the organization of transactions between advertisers and their customers, although it is not a buyer, seller, agent, or representative of any advertiser, publisher, or other interested party in transactions related to offer items. All transactions between advertisers and their customers are facilitated with the involvement of PrimeCOD Limited in providing call center and logistics services.
3 . Terms of Access to the Website and Affiliate Network
3.1. The terms of use for the Affiliate Network and https://affiliates.Primecod.net/ site are determined by the provisions of this Agreement. If you disagree with the terms of this Agreement, you may not register as a participant of the Affiliate Network or use the site in any way or form. By continuing to use the site, you confirm that you have familiarized yourself with this Agreement, understand its essence and legally significant consequences of its acceptance, and agree to comply with its provisions.
3.2. When using the Affiliate Network on behalf of a legal entity or an individual entrepreneur, you warrant to PrimeCOD Limited that you possess all necessary powers to act on their behalf and have the consent of the represented persons regarding the terms of this Agreement.
3.3. The site features a public area accessible to all site visitors and a participants’ area accessible after acquiring the corresponding status. The site administration independently determines the general concept, format, type, and volume of information published on the site.
3.4. PrimeCOD Limited reserves the right to make changes to the site’s operation, service provisions, and the text of this agreement at any time without prior notice. To stay informed about the latest version of the site and the Agreement, we recommend regularly checking for updates and changes. A notice of changes to this agreement is published on the https://affiliates.Primecod.net/ site after updates. Continuation of using the website and the Affiliate Network signifies acceptance of all introduced changes.
3.5. PrimeCOD Limited will make every effort to ensure the site’s operational capability and continuous access. However, in some cases, the site may be temporarily unavailable, including for reasons beyond PrimeCOD Limited’s control. By using the Affiliate Network, you understand and agree that PrimeCOD Limited does not guarantee continuous access to the site at any specific time; therefore, technical malfunctions in site access do not constitute a breach of PrimeCOD Limited’s obligations under this Agreement.
3.6. PrimeCOD Limited reserves the right to assign its rights under this Agreement either fully or in part. Other participants of the Affiliate Network are obligated not to assign, transfer, or delegate their rights arising from this Agreement without PrimeCOD Limited’s prior consent, which may be withheld for any reason.
3.7. By using the Affiliate Network and the website, you warrant that all information provided by you to PrimeCOD Limited is accurate and corresponds to reality. You are also obligated to refrain from using the site for any unlawful purposes or purposes prohibited by the provisions of this Agreement.
4.Acquiring Participant Status in the Affiliate Network
4.1. A participant in the Affiliate Network acquires the corresponding status after registration on the site. PrimeCOD Limited reserves the right, at its discretion, to refuse a user registration in the Affiliate Network or to terminate their participation in any offer. Re-registering the same person as a publisher is not allowed.
4.2. After registration, a participant’s account in the Affiliate Network cannot be transferred to third parties and may only be used by the user. You agree that you are the sole individual with access to the Affiliate Network participant’s personal account and are obligated to keep access keys for logging into your personal account secure and not transfer them to third parties. Any attempts to transfer, sell, or exchange an account are strictly prohibited.
4.3. By joining this Agreement, you consent that all actions performed on the site by you or a third party who has gained access to your personal account using your login and password will be legally binding on you.
5. Site Content and Usage Rules
5.1. The site content may include texts, text and graphic items, banners, photographs, images, branding elements, interactive features (including commercial names, trademarks, service marks, and logos), software, and other materials (hereinafter – site materials).
5.2. The site allows advertisers to publish advertising programs (offers) containing information about their products. Placement and access to these materials are facilitated by PrimeCOD Limited in accordance with this Agreement.
5.3. PrimeCOD Limited does not check the quality of the offer objects, test them, provide warranties related to them, or independently verify the reliability and legality of the information provided by advertisers. PrimeCOD Limited will make every effort to prevent the distribution of offers related to counterfeit products but cannot guarantee the good faith of advertisers in all cases.
5.4. Before publishing an offer on the site, the advertiser must fill out an offer card in the system. The offer card includes promotion rules, legal and other restrictions known to the advertiser for a specific geo-offer. Advertisers provide all necessary information for offer creation and assume all risks and liabilities connected to the reliability and legality of the provided information, branding elements, and other materials.
5.5. The parties agree that PrimeCOD Limited does not organize or conduct rechecks of the information provided by the advertiser according to clause 5.4 of this Agreement. Affiliate Network participants agree that the advertiser bears the risks of all adverse consequences arising from non-fulfillment or improper fulfillment of its information-provision obligations.
5.6. Offers published on the site contain promotional materials, payment terms for confirmed applications, webmaster work conditions, and additional information determined by the advertiser.
5.7. The webmaster’s acceptance of the offer terms indicates consent to place advertising materials on internet resources. The advertiser ensures coordination of landings and prelandings used by webmasters while working on the offer. Landings and prelandings for offer work may be provided directly by the advertiser.
5.8. Any materials on the site and provided to the webmaster by PrimeCOD Limited must be used in strict accordance with PrimeCOD Limited’s specified conditions. Affiliate Network participants and site visitors agree not to modify these materials without prior coordination with PrimeCOD Limited.
5.9. PrimeCOD Limited reserves the right to deny webmasters the use of any traffic source without explanation and may demand changes or removal of landings and prelandings, as well as the procedure and specifics of their placement on the internet. These requirements must be fulfilled immediately.
5.10. Webmasters can terminate work on an offer at any time unless otherwise stipulated in the offer terms. PrimeCOD Limited reserves the right to refuse a webmaster’s use of any website and marketing channels for offer promotion and to terminate a webmaster’s work on a particular offer. In such cases, PrimeCOD Limited will make reasonable efforts to notify the webmaster of the decision.
5.11. PrimeCOD Limited makes reasonable efforts to provide reliable information to Affiliate Network participants but does not guarantee the accuracy of the materials on the site and reserves the right to remove information and content at any time. Materials and software are provided “as is” and “with all possible errors” without any express or implied warranties, including non-infringement of third-party rights.
5.12. PrimeCOD Limited does not make any representations or warranties concerning any results that may be achieved by using the site or the Affiliate Network. Consultations and recommendations received by Affiliate Network participants from PrimeCOD Limited, as well as site materials, do not create any warranties or representations not expressly specified in this Agreement.
6. Rights Concerning Site Materials and Data
6.1. The site contains information and materials that are the intellectual property of PrimeCOD Limited and materials provided by their holders for placement on the site. The site and its materials are protected by intellectual property and copyright legislation.
6.2. Unless otherwise specified, PrimeCOD Limited owns the property and personal non-property rights to the site’s information and data, including data and analytical information collected and processed during the Affiliate Network’s operation. Affiliate Network participants do not acquire exclusive rights to PrimeCOD Limited’s intellectual property results. Materials published in the Affiliate Network are protected according to intellectual property legislation. Any use of materials that are intellectual property items requires the right holder’s permission. Affiliate Network participants grant PrimeCOD Limited an assignable, sublicensable, and royalty-free license to use any materials published on the site that are intellectual property items.
6.3. Affiliate Network participants do not acquire ownership rights to the Affiliate Network or any part of it, or the site as a whole. The use, copying, distribution, or reproduction of any part of the Affiliate Network or the site is strictly prohibited, except as provided by this Agreement.
6.4. Advertisers and webmasters use the site and its materials under a non-exclusive, non-transferable, revocable license and solely for exercising rights and fulfilling obligations within the Affiliate Program framework. Site usage is allowed only if advertisers and webmasters waive any rights, titles, and interests regarding the site’s software, data, and materials. The site’s information field is temporarily provided to Affiliate Network participants.
6.5. Site users must not perform any actions that would compromise the site’s functionality or damage its data and materials. Such actions may include, but are not limited to, attempts to influence Affiliate Network servers, tampering with the Affiliate Network’s protection system, using malicious software, brute-force attacks, DoS (DDoS) attacks, links, and any other actions that could harm the Affiliate Network. Affiliate Network participants commit not to engage in actions that would reproduce, distribute, or sell site materials in any manner that infringes on PrimeCOD Limited’s rights, other right holders, and third parties.
6.6. Offer holders are advertisers. Advertisers consent to PrimeCOD Limited providing webmasters with information about them, their offers, and other necessary information for the Affiliate Network to deliver its services. By providing information for an offer, advertisers warrant to PrimeCOD Limited that they have all legal rights to sell offer items and do not infringe on anyone’s intellectual rights. Advertisers guarantee that their rights regarding the advertised products are not disputed by third parties.
7.The webmaster or the Affiliate’s Working Conditions with the Site and Partner Network
7.1. The parties agree that the rules outlined in this section are not legal advice or sufficient instructions to ensure the webmaster’s compliance with the applicable legislation. PrimeCOD Limited does not guarantee that these rules are complete or correspond to the legislative requirements of a specific country where the webmaster operates. PrimeCOD Limited disclaims liability for webmasters’ actions in following the provided recommendations and rules.
7.2. The webmaster must use the site and Partner Network according to this Agreement. The webmaster’s site must comply with the country’s legislation where they operate and other requirements determined by PrimeCOD Limited.
7.3. The webmaster can freely use the services and proposals on the site unless their use is illegal or infringes on the rights, freedoms, and interests of PrimeCOD Limited, other Partner Network participants, or third parties. The webmaster is responsible for familiarizing themselves with the published offers’ conditions and assumes all risks related to neglecting this obligation.
7.4. The webmaster must promptly respond to PrimeCOD Limited’s requests and applications, including eliminating issues that led to advertisers’ and third parties’ complaints about advertising materials, sources, and placement methods. If PrimeCOD Limited does not receive a response within 12 hours, sanctions may be applied to the webmaster.
7.5. The webmaster agrees to use all links provided by PrimeCOD Limited in their original, unaltered form and not to interfere with or disconnect them without PrimeCOD Limited’s consent.
7.6. If the webmaster uses self-sourced creatives for an offer, the webmaster is liable for placing these materials as the distributor. This liability is waived if the webmaster obtains prior approval for the creatives used. The webmaster must independently resolve any claims and disputes arising from using self-sourced creatives.
7.7. Unless specified in the offer conditions, the webmaster agrees that the following traffic sources are permitted:
Webmaster’s sites;
Native advertising networks;
Banner and contextual advertising systems;
Social networks;
Traffic buying and selling systems;
SEO traffic;
Thematic resources;
All other sources after prior coordination with PrimeCOD Limited.
The webmaster is prohibited from using uncoordinated traffic sources. PrimeCOD Limited reserves the right to refuse coordination of any traffic sources mentioned above or to coordinate additional traffic sources for the webmaster.
7.8. The webmaster is prohibited from using the following traffic attraction methods:
Spam attack technologies (email, SMS, messengers, social networks, boards, etc.);
Content blocking;
Traffic from compromised web pages and social network users’ accounts;
Artificial traffic inflation technologies (bots, CAP, etc.);
Fraudulent methods related to audience deception;
Other deceptive, unfair, and prohibited methods.
7.9. The webmaster may not use traffic sources that violate the legislation of the country regarding traffic and the offer they are working with. Additionally, the webmaster is prohibited from using websites and services containing materials that:
Are pornographic or obscene;
Insult or discredit others’ honor, dignity, or business reputation; contain defamation;
Discriminate based on sex, nationality, skin color, language, religion, political beliefs, sexual orientation, or other grounds;
Mislead about an offer’s characteristics;
Incite hatred, violence, or illegal activities;
Promote terrorism, racism, or hostility;
Contain fraudulent information, promote gambling, or pyramid schemes;
Provide information on creating, storing, selling, or using illegal substances;
Encourage tobacco smoking or alcohol drinking by minors;
Contain information on prohibited services;
Contain malicious software or other harmful information;
Infringe on copyright or
7.14. Quality of Leads and Orders
Affiliate is responsible for ensuring the quality of leads and orders generated through their traffic sources. If the leads or orders do not meet the standards set by the platform, PrimeCOD Limited reserves the right to review and evaluate such leads or orders. Based on the review, PrimeCOD Limited has the authority to take any appropriate action it deems necessary, including but not limited to, restricting the user, adjusting payouts, or terminating the affiliate’s account. Affiliates must maintain a high level of quality for their leads and orders to remain in good standing with the Partner Network.
7.15. Adjustment of Commission Based on Lead Quality
If the quality of leads provided by the affiliate is found to be very poor, and the confirmation rate is significantly low, PrimeCOD Limited reserves the right to automatically adjust the commission structure for the affiliate. In such cases, the platform may move the affiliate’s leads to a different commission level, such as pay-per-delivered commission, in order to maintain a high-quality service for advertisers and other stakeholders. This adjustment aims to encourage affiliates to improve the quality of their leads and ensure the overall satisfaction of all parties involved in the Partner Network.
8.Payments.
8.1. In the Partner Network, the payment system is organized on the CPA model, according to which the advertiser pays only for confirmed applications. To record applications between the affiliate and the advertiser, API and URL postback integration are applied. The advertiser is obliged to provide PrimeCOD Limited with timely, complete, and reliable information on the status of leads.
8.2. The affiliate’s remuneration is paid by the advertiser in the amount and according to the procedure determined by the functionality of the Partner Network, based on statistical data provided by the record-keeping system of the Partner Network, taking into account the volume of actually performed work, statistical indicators of the affiliate’s personal account, offer parameters, and conditions for lead execution. When forming the personal account statistics, the number of confirmed applications is taken into account. The statistical system of PrimeCOD Limited is the only source for record-keeping of the volume of provided services and the calculation of their value. In case of a discrepancy between the statistical data of PrimeCOD Limited and the advertiser of more than 10%, reconciliation is organized.
8.3. Payments are made using the following systems:
Wise Transfers – Payoneer transfers – Bank Transfers
other systems by agreement of PrimeCOD Limited and participants of the Partner Network.
8.4. Unless otherwise established by the agreement of PrimeCOD Limited and participants of the Partner Network, payments are made up to two times a month. The minimal amount payable is 50 US dollars. invoices are generated each two weeks and payable 14 Days net .
Example : invoice generated for period of 1st-15th of the month is paid at the end of the month .
8.5. Individual payment amounts must remain strictly confidential, and public demonstration of payment amounts is not allowed and is treated as a violation of confidentiality rules.
8.6. Payment of funds to the affiliate may be suspended and earned funds may be frozen in case of violation by the affiliate of the rules of work with the Partner Network, depending on the gravity of the committed violation, at the discretion of PrimeCOD Limited. By joining this Agreement, participants of the Partner Network agree that leads and traffic resulting from mistakes, fraudulent, and deceptive actions are not paid to the affiliate. PrimeCOD Limited reserves the right to withhold in favor of the advertiser the amounts of any compensations and reimbursements from the amount of payments due.
8.7. The affiliate is solely responsible for the payment of all taxes connected with their participation and/or provision of services within the framework of the Partner Network. The affiliate is obliged to immediately return to PrimeCOD Limited any monetary funds that were unreasonably paid to the affiliate by the Partner Network.
8.8. The affiliate is fully responsible for the payment details provided and confirms that they are reliable, complete, and accurate. All payments will be made to the payment details specified by the affiliate. PrimeCOD Limited is not obliged to check the payment details provided by the affiliate.
8.9. The advertiser transfers monetary funds for provided services on the conditions determined by the agreement with PrimeCOD Limited, including the amount and due dates of prepayment. Unless otherwise provided, the advertiser makes prepayment in the agreed amount within 3 working days from the moment of issue of the invoice by PrimeCOD Limited. Payment is transferred to the settlement account of PrimeCOD Limited. The advertiser is entitled to demand from PrimeCOD Limited to return an unexpended part of prepayment only upon the condition of termination of participation in the Partner Network at its initiative.
9. Representations and warranties of observance of third-party rights and statutory requirements.
9.1. Participants of the Partner Network represent and warrant to PrimeCOD Limited that they are familiar with laws, rules, customs, law, and legal practice of the state of their location and carrying out of activity. By warrantying it, participants of the Partner Network are obliged to observe scrupulously these laws, rules, customs, and legal practice, as well as to be liable for all their actions (failure to act).
9.2. Participants of the Partner Network are obliged to refrain from performance of any actions directed at infringement of intellectual and other rights of third parties. Upon discovery of facts of deviation from this requirement, PrimeCOD Limited will remove illegal materials on first demand of the right holder.
9.3. By accepting this Agreement, participants of the Partner Network agree to carry out their activity, to manage business and site in accordance with all laws and rules, legal and ethical requirements applicable to them. Sites of participants of the Partner Network should have lawful content and should not have unlawful content.
Participant of the Partner Network warrants that the site used by it, as well as links contained on this site, do not contain elements of child pornography, materials of sexual character with images of minors, materials containing calls for performance of violent actions and for infringement of third-party rights, insults, obscene messages and defamation, illegal materials, products, services and activity, as well as other information specified in clause 7.9 of this Agreement.
9.4. Advertisers gives warranties that their site:
does not stimulate users to leave applications against receipt of any remuneration or other incentive;
is not in the stage of development and is accessible at any time;
contains, at a minimum, the confidentiality policy determining the procedure for collection, use, and storage of user information, which is collected by the affiliate.
9.5. Advertiser gives warranties that:
descriptions of goods and their features in marketing materials (on landings, banners, etc.) correspond to reality;
advertised products (objects of offer) which are subject to mandatory certification and (or) declaring have been certified and (or) declared;
materials and creatives provided or coordinated by the advertiser fully comply with requirements of legislation of the country of geo offer, as well as with the legislation of the country of location of advertiser and (or) place of carrying out of advertised activity or place of sale of advertised goods;
advertiser has received all necessary permissions (licenses, certificates) issued by authorized government bodies or that the object of advertising in accordance with the materials provided is not the activity which, in accordance with requirements of legislation, requires possession of special permission/license/certificate;
advertiser has taken all other actions required for carrying out of advertised type of activity.
9.6. Advertiser is obliged:
to provide PrimeCOD Limited with duly certified copies of corresponding licenses/certificates/declarations within 1 (one) working day from the moment of request;
to provide PrimeCOD Limited with reliable information on state registration, certification, and (or) licensing in relation to objects of offers, notarially certified copy of certificate of conformity, license, and (or) certificate;
to make all possible efforts for the purposes of assistance in the settlement of any claims and/or lawsuits, and/or fulfillment of directions of authorized government bodies asserted to the address of PrimeCOD Limited in relation to infringement of third-party rights and/or legislation in force in connection with and/or as a result of placement of materials and to compensate for all losses inflicted in connection with such claims, lawsuits, directions, including losses in the form of fines imposed by authorized government bodies for infringement of legislation in force as a result of placement of materials, but not limited to the mentioned
10. Liability of parties and compensation of losses.
10.1. PrimeCOD Limited is not liable to the advertiser for any loss or damage to data and computer files, loss of business, savings, income, profit, contracts, business relations, or harm to business reputation in connection with the performance of this Agreement.
10.2. Participants of the Partner Network are liable for non-fulfillment or improper fulfillment of obligations under this Agreement. Violation by the advertiser or affiliate of prohibitions and obligations stipulated by this Agreement may result in the termination of the Agreement at the initiative of PrimeCOD Limited with reimbursement to PrimeCOD Limited of all inflicted damage and losses in full volume.
10.3. Affiliate is not liable for compliance with the legislation of advertising materials furnished by the advertiser and used by the affiliate in an unchanged form or those agreed by the advertiser. However, the affiliate is liable for the content of materials independently obtained, as well as for methods and conditions of distribution of creatives.
10.4. Unless otherwise stipulated by this Agreement, PrimeCOD Limited is not liable to participants of the Partner Network and third parties for infringement of rights, lost profits, or losses of any kind, arising in connection with the use of the site or the Partner Network, objects of offers, regardless of grounds for their infliction and regardless of prior notice of the possibility of such damage.
10.5. PrimeCOD Limited disclaims any liability and obligations in relation to content or character of any advertising materials and creatives available on the Site, as well as any products or services advertised in connection with them, methods used by the affiliate for promotion, and sources of traffic of offers placed in the Partner Network.
Placement in the Partner Network of a link to a website not belonging to PrimeCOD Limited does not mean that PrimeCOD Limited approves or assumes any liability for content or use of such a website. PrimeCOD Limited is not liable for results of visits by visitors and/or users of third-party (external) resources, links to which may be placed on the site. The affiliate is solely liable for taking reasonable precaution measures to guarantee that websites, downloads, attachments, and other similar used files do not contain malicious code and computer programs.
10.6. PrimeCOD Limited does not bear obligations for the protection of rights of participants of the Partner Network in case the corresponding infringements were committed by third parties. Infringement by the User of intellectual rights belonging to PrimeCOD Limited and (or) other parties entails the liability stipulated by the legislation.
10.7. PrimeCOD Limited is not liable for registration data specified by users on the site, including in the process of registration as participants of the Partner Network. PrimeCOD Limited is entitled without explanation of reasons to limit, block access of the user to the site with partial or complete removal of information which was placed by it within the Partner Network.
10.8. Participants of the Partner Network agree to indemnify PrimeCOD Limited from any forms of liability, claims, lawsuits, losses, costs, and expenses (including for attorneys) for all unlawful actions and violations of conditions of this Agreement on the part of advertisers and affiliates. In case PrimeCOD Limited assumes liability for consequences of mentioned violations, participants of the Partner Network agree to pay and reimburse all expenses, losses, and costs resulted therefrom.
10.9. The parties are not liable to each other for non-fulfillment or untimely fulfillment of this Agreement in case the impossibility of fulfillment or timely fulfillment of the requirements of the Agreement resulted from force majeure circumstances – act of God, strikes, earthquake, accident, disorders, fire, failure or interruption of communication, Internet connection, government limitations, damage to server, or for any reasons beyond reasonable control of a specific party upon the condition of immediate notice
11. Confidentiality rules.
11.1. Any information regarding a participant of the Partner Network’s commercial activity, new solutions, technical knowledge (trade secret), or other information obtained during the performance of this Agreement must remain confidential and should not be disclosed (provided), sold, or transferred to third parties without the written consent of the participant. The use, reproduction, and copying of confidential information can only be justified by the necessity of fulfilling this Agreement and legal requirements. This obligation remains in effect during the term of this Agreement and for one year after its termination unless otherwise agreed upon.
11.2. A Partner Network participant who fails to comply with the rule stated in clause 11.1 is obligated to defend, indemnify, and hold harmless the other affected party from any claims, demands, actions, court decisions, settlements, costs, expenses, obligations, and losses (including all interest, fines, penalties, and other expenses) incurred by the indemnified party as a result of non-compliance with the rules and requirements by the indemnifying party (and/or its representatives).
11.3. Participants of the Partner Network must use confidential information exclusively for exercising their rights and fulfilling their obligations under the Agreement and the Partner Program’s terms. By joining this Agreement, participants of the Partner Network agree to take all reasonable measures to protect the confidentiality of information, prevent its disclosure, and unauthorized use.
11.4. The following information cannot be considered confidential:
information that is or subsequently becomes publicly available for reasons unrelated to violations of this Agreement;
information lawfully obtained from a third party without violating this Agreement;
information not recognized as confidential according to legal requirements.
11.5. The affiliate must implement a privacy policy on their internet resources, outlining the procedures and conditions for collecting, distributing, using, and storing user information.
12. Other terms.
12.1. Participants of the Partner Network agree that PrimeCOD Limited has the right to request financial information, accounting and bookkeeping data, as well as information from utilized databases and their financial standing to ensure compliance with the terms of this Agreement and the Partner Program.
12.2. Any notices addressed to PrimeCOD Limited must be in writing and are considered valid upon sending them to the email address specified on the website.
12.3. Partner Network participants agree to receive notices at the last email address provided to PrimeCOD Limited and specified in their Partner Network account. Participants also agree that electronic notices sent to their address comply with data exchange requirements, including those for written form.
12.4. Partner Network participants’ claims regarding service quality, products, and other matters should be submitted to PrimeCOD Limited’s email address.
13 . Applicable law and dispute resolution.
13.1. Should any disputes related to this Agreement arise, the Parties will seek amicable resolution through negotiations. This Agreement is governed by and interpreted under the country’s law. Disputes arising from this Agreement will be resolved according to the country’s legal norms.
13.2. Arbitration clause. If Parties fail to resolve disputes amicably, they agree to refer disputes to arbitration. Both parties agree that any disputes, controversies, differences, or claims arising from or related to the Service and Terms of Service, including the existence, validity, interpretation, performance, breach, or termination thereof, or any non-contractual obligations arising from or relating to it, will be referred to and resolved by arbitration administered by the Dublin International Arbitration Centre (DIAC) under The Arbitration Act 2010 in force when the Notice of Arbitration is submitted. The arbitration clause’s governing law is Irish law. The seat of arbitration will be Dublin, Ireland, and proceedings will be conducted in English.
13.3. PrimeCOD Limited is entitled to reimbursement for reasonable costs and expenses, including attorney fees and arbitration charges, in any proceedings related to this Agreement’s performance. No provisions in this Agreement should limit PrimeCOD Limited’s access to available remedies.
13.4. If third-party intellectual property is discovered on the Site, the rights holder must:
submit a claim specifying the legal and factual grounds enabling PrimeCOD Limited to remove the information from public access;
attach evidence of intellectual property originality (original sample or other documents proving ownership of intellectual property rights);
send the document package to PrimeCOD Limited’s email address.
13.5. Partner Network participants agree that PrimeCOD Limited is not obligated to assist in locating individuals who have violated their rights and interests.
Agreement validity and termination.
14.1. Partner Network participants are bound by this Agreement’s rules and requirements until they lose their participant status or access to the site.
14.2. PrimeCOD Limited reserves the right to terminate a participant’s registration and access to the site or a portion of it without prior notice for any actions that violate this Agreement’s requirements, applicable laws, or any actions harming the rights and legal interests of PrimeCOD Limited, other participants, or third parties. Subsequent notice of termination will be sent via email and take effect immediately. Upon losing their participant status, webmasters must cease all advertising activities.
14.3. PrimeCOD Limited reserves the right to remove any materials from its website at any time and for any reason upon written notice. Following the removal of any advertisements, the webmaster must immediately stop all traffic to the offer.
14.4. Partner Network participants may terminate this Agreement at any time by providing the other party with seven (7) days’ written notice of termination. Email notification is considered sufficient for terminating this Agreement. Upon termination, all licenses granted to participants under this Agreement are immediately invalidated, and participant access to the Partner Network