Drone Sky Hook Ltd Affiliate Program Agreement

 

WHEREAS Party A is a developer(s), producer(s), and after-sales service provider(s) of Drone Sky Hook Ltd (DSH) products and Party A is the founder of DSH Affiliate Program (DAP); WHEREAS Party B is willing to become DSH Affiliate in accordance with this Agreement and promote the DSH product specified in this Agreement; NOWRHEREFORE the Parties have entered into this Agreement through friendly negotiation in accordance with the principles of reciprocity and mutual benefit, and agree as follows:

 

Definitions

 

Unless otherwise agreed or prescribed hereunder, the following terms shall have the following meanings in this Agreement:

 

Party A: Drone Sky Hook Ltd (DSH);

Party B: you, refer to the Affiliate who voluntarily join the DSH Affiliate Program (DAP), and agree to promote DSH product according to this Agreement;

DSH Affiliate Program: established to market and promote DSH products and obtain commissions according to this Agreement;

Product: refers to Drone Sky Hook Ltd products only;

Affiliate: refers to any Affiliate(s) of the DSH Affiliate Program that use(s) the DSH Affiliate Program and observes these DSH Affiliate Program rules;

Affiliate is not part of DSH. Affiliate is a separate independent marketer;

Affiliate Commission: commission paid by DSH to the Affiliate in US Dollars (USD);

Monthly Commission Rate: Refer to Annex 1;

Product: refers to the equipment and the main components marketed in the online website of DSH (www.droneskyhook.com);

Agreement: refers to this Agreement, including any annexes hereto and any other written document confirmed by the Parties related to the promotional relationship between the Parties;

Annexes: refers to the documents annexed to this Agreement which, together with the body herein contained, constitute a complete agreement.

 

Rights and Obligations

 

  1. Party B is willing to act as an Affiliate of DSH Affiliate Program and promote the Product and is willing to be binding to the DSH Affiliate Program's terms and conditions to include Annex 1 and Annex 2.

  2. Basic Relationship Between the Parties

    1. Party A is responsible for the development, production and quality management of Products;

    2. As DSH Affiliate, Party B shall promote the Product only and shall not promote competing products made by others; Party B shall not represent Party A under any circumstance(s) without Party A's prior written authorization or approval. Party B is not part of DSH. Party B is a separate independent marketer.

  3. Party B shall ensure the legality of its promotional activities, including the form and the content. The promotional channel/promotion shall not include any of the following:

    1. Any content determined to be objectionable in nature according to the basic principles set forth in the laws and rules of the State of Israel;

    2. Any content that threatens national security, disseminates state secrets, diminishes state power, or disrupts national unity;

    3. Any content that is harmful to the state's honor and/or interest(s);

    4. Any content that instigates racial bias, promotes racial discrimination, or disrupts racial harmony;

    5. Any content that is discriminatory toward any race or targets any person, unit or, organization;

    6. Any content that is contrary to the state's religious policy; promoting any heresy or superstitious belief;

    7. Any content that spreads rumor, disrupts the social order, or impairs social stability;

    8. Any content that spreads obscenity, pornography, violence, killing, terrorism, or instigates crime(s);

    9. Any content containing insult or slander directed at a person or people or that is extremely blasphemous or offensive;

    10. Any content that was obtained by illegal or illegitimate means

    11. Any content relating to gambling or casino;

    12. Any content relating to illegal drugs or drug paraphernalia;

    13. Any content that sells or promotes prescription drugs;

    14. Any content that sells or is related to tobacco;

    15. Any content that sells weapons or munitions (e.g. guns, parts of guns, fighting knives, and/or stun guns;

    16. Any content that sells imitations of branded products or fake products;

    17. Any content that sells or distributes semester reports or student theses;

    18. Any content that infringes upon or is suspected of infringing upon the intellectual property rights of others, including but not limited, to patents, trademarks and copyrights;

    19. Any content that compromises the trade secret(s) of others;

    20. Any content that misappropriates or misrepresents the website of a third party in any way;

    21. Any content that promotes a scam or scams (including but not limited to promoting "become rich quickly" etc);

    22. Any content that infringes upon, or is prohibited by, law or administrative regulation; that advertises any illegal activity or infringes the legal rights of a third party.

  4. Party B agrees and undertakes to carry out promotional activities in according with Party A’s requirements, and shall not adopt the following promotion methods:

    1. promote in the form of spam messages in the forum/post comments area or any web page comments area, and/or by sending spam or text messages;

    2. promote through the click to pay advertising;

    3. promote through the search engine marketing channels which include but not limited to, Google, Baidu, Yahoo, Bing, etc.;

    4. promote through any “jump link”, of which refers to an intermediate website or web page directly jumps to the DSH official website, with no other click link;

    5. promote through the methods of cash return, bundle with other products, ultra- low-cost resale or other disguised discounts forms.

  5. The creative work produced by Party B outside Party A’s website is attributed to Party B and only Party B; such content shall not represent Party A in any way. In the event that any picture(s), word(s), music, etc. infringe upon the intellectual property rights of any third party or cause any other loss, Party B shall bear and accept any and all resulting legal consequences.

  6. If Party B adversely affects Party A, in any way, due to negligence or fault during the promotional activity, including, but not limited to, (1) damaging Party A's fame, image, or brand reputation, (2) inciting complaint(s) of infringement from any third party, (3) prompting a lawsuit by any third party, or (4) disseminating Party A’s confidential information, Party B shall be removed from the DSH Affiliate Program and shall render any and all reasonable compensation(s) payable to Party A.

  7. Party B will achieve Commission on the condition that Party B promotes DSH Products in accordance with this Agreement.

    1. Basic Principles for Calculation of Commissions: Commission is calculated based on the actual price that customers pay for any DSH products (excluding shipping costs) the customers purchased on www.droneskyhook.com website.. Commission will be given based on this price only. If DSH entrusts a third party to provide service to the customer (e.g.: “delivery”, “home service”, etc), these service fees will not be considered part of the purchase price for the purposes of calculating any commission.

    2. How to earn Commission: DSH Affiliate can obtain unique product promotional codes (hereinafter “Promo Codes”) from DSH through the DSH Affiliate Program, and share them together with links to the relevant pages at DSH website (www.droneskyhook.com) on Social Media, Affiliate’s website or Affiliate’s blogs. If customers enter these Promo Codes on DSH website only (www.droneskyhook.com) and buy products via those Promo Codes, DSH Affiliate will receive commission according to the monthly commission rate set by the DSH Affiliate Program. The Promo Codes should not be misused or abused by the Affiliate.

    3. DSH Affiliate commission cannot be transferred to other DSH Affiliate’s accounts. The Affiliate commission will be paid in US Dollars (USD) directly to the Affiliate’s PayPal account. The PayPal account must be in the name of the Affiliate as registered with DSH Affiliate Program. PayPal is the only payment method allowed by the DSH Affiliate Program. No exceptions.

    4. If customer visits DSH website (www.droneskyhook.com) and use the unique Promo Codes provided to the customer by the Affiliate to buy qualifying DSH products only on DSH website (www.droneskyhook.com), then this Affiliate will receive the commission for this sale.

    5. DSH Affiliate will receive the first commission payment after the completion of the third sale that customer(s) made using the unique Promo Codes provided to the customer(s) by this Affiliate to buy qualifying DSH products only on DSH website (www.droneskyhook.com). The first commission payment will also include the commission the Affiliate earned on the first and second completed sales. Afterward the Affiliate will receive commission payments on all completed sales that customer(s) made using the Affiliate’s unique Promo Codes.

    6. Settlement Date of Commission: The time when the commission is paid to the DSH Affiliate shall be as follows:

      1. DSH Affiliate will receive a monthly commission payment once a month, in the form of US Dollars (USD) currency only and only to the Affiliate’s PayPal account. The commission will be paid 20 days after the customer confirms receipt of Product(s), assuming no refund or product return is requested during this period.

      2. If major incident or Force Majeure affects the date of commission payment, DSH has the right to change the date of payment.

    7. PayPal will perform all currency exchange from US Dollars (USD) to the Affiliate’s local currency according to PayPal’s terms and conditions.

    8. If Party B and/or the end user/or customer purchase DSH Product without using the Promo Codes received from the Party B or used other DSH Promo Codes, coupons or discounts, then Party B will not achieve the Commission agreed under this Agreement.  

    9. Refund: If customer requests a refund and is been successfully refunded i) before the customer confirms receipt of Product(s), or ii) within 20 days after the customer confirms receipt of Product(s), DSH will deduct the commission according to the claimed refund amount from the full payable commission before actually paying DSH Affiliate.

    10. Cheating: If the promotional behavior of a Party B goes against relevant regulations or is recognized as a violation of DSH policy at DSH’s sole judgment, DSH has the right to withdraw any commission which is obtained by Party B in that month and/or previously of which such behavior happens and/or remove Party B from the DSH Affiliate Program. If DSH has not awarded any commission to Party B, DSH retains the right not to make the payment. If Party B disagrees with the result, Party B shall provide evidence which includes but not limited to, the URL and website screenshots of the promotion link(s) and Promo Codes. Party A reserves the right to make final decision at its own sole discretion.

  8. Product Price

    1. Party A may determine the Product's retail price at its discretion, and Party B shall promote the Product at the price offered in the online DSH official website.

    2. As for the retail price offered above, Party A agrees that it shall be the same for all the DSH Affiliates;

    3. Party A may, at its own sole discretion, adjust the retail price of products relating to the Promo Codes without notifying Party B. Unless agreed to by Party A, in writing, the retail price promoted by Party B shall not violate Party A's general pricing policy;

 

Intellectual Property Rights

 

  1. Party B shall not register or apply for the registration of any name or domain name that contains DSH's brand (the name may include without limitation Party B's company name (full name or short name) and promotion channel name, etc., and domain name refers to the domain name of all the websites of Party B (including but not limited to the promotion channel)); in addition, the name and domain name of the Party B may not fall into the following circumstances:

    1. Use any name or domain name that contains DSH or DSH's brand or may cause misunderstanding among consumers;

    2. Use any name or domain name that intends to represent or imply that it has certain relationship with DSH and/or its management (e.g. shareholding/controlling relationship, joint venture/partnership, interpersonal relationship, agency, union or strategic cooperation relationship); Main characteristics: e.g. adopt any domain name, name or their composition that relates to or is similar with DSH and/or its management; e.g. droneskyhook.com

    3. Use any name or domain name that maliciously insults DSH or DSH website and/or its management;

    4. Use any name or domain name that may easily give rise to disputes;

    5. Use any name or domain name that may harm the rights and interests of customers, hurt the customers’ user experience, disrupt the DSH Affiliate Program's cooperation order, or cause any adverse effect to DSH or DSH's products or relevant brand, or give rise to unfair competition against DSH or infringe the legal rights and interests of DSH.

  2. During the promotion activities, Party B shall not infringe upon the rights and/or interests of any third party; otherwise, Party B shall undertake all the responsibilities.

 

 

Term, Revision, and Termination of this Agreement

 

  1. At any time and without notice, Party A may, at its own sole discretion, revise the DSH Affiliate Program rules (including monthly commission rates) or cancel it. Party A will notify Party B, and Party B shall review the revised program rules in a timely manner. If Party B does not accept the program revision, it must stop using the DSH Affiliate Program's services; in case Party B continues using the DSH Affiliate Program's services, it shall be deemed that the revised program rules have been accepted.

  2. During the valid period of this Agreement, if any Party fails to correct any of the following material breaches of this Agreement within 3 days, the other Party may notify breaching Party in writing to terminate the Agreement and demand compensation for relevant losses:

    1. Make any false promise or provide any false information as regards the promotion relationship;

    2. Party B breaches the agreement and promote the product with a disguised discount; or Party B conducts any illegal promotion in the opinion of Party A;

    3. One Party delays in payment of any fee relevant to this Agreement.

 

Miscellaneous

 

  1. Confidential Information

    1. Party B shall try its best to protect the intellectual property rights of Party A, and may not decode, reverse engineer or copy any product of Party A or transfer Party A's product to any third Party; and Party B promises that it shall not decipher the products in any way;

    2. Before Party A's confidential information, including without limitation, trade secret, is legally disclosed, Party B may not leak any confidential information of Party A that is learned due to this Agreement or use such confidential information beyond the scope of this Agreement.

  2. Validity of this Agreement

    1. This Agreement shall be binding upon all the Parties as soon as Party B received the DSH approval to join the DSH Affiliate Program.

  3. Dispute Resolution

    1. The interpretation, performance, and dispute resolution of this Agreement shall be governed by the law of the State of Israel.

    2. Any dispute arising from the performance of this Agreement shall be resolved by the Parties through friendly negotiation. Should such negotiation fail, either Party may file a lawsuit at applicable court of Tel Aviv City, Israel. Unless specifically prescribed in the binding judgment, both the court fee and the lawyer's fee shall be paid by the losing Party.

    3. During the dispute resolution, all the clauses that are irrelevant to the dispute shall remain in force.

    4. Party A reserves the right for interpretation of this Agreement.

 

 

Annex 1

 

Currency: US Dollar (USD) only.

 

Monthly Commission Rate:
The monthly commission rate increases when your sales increase! Earn Five percent (5%) monthly commission when your total monthly sales is up to US$1,599. Earn Six percent (6%) monthly commission when your total monthly sales is between US$1,600 to US$3,200 and earn Seven and a Half percent (7.5%) monthly commission when your total monthly sales is higher than US$3,200.

 

Drone Sky Hook Ltd Affiliate Program Application Form:
https://www.droneskyhook.com/dsh-affiliate-form

 

 

 

Annex 2

 

Drone Sky Hook Ltd Terms of Service agreement

Party B and DSH Affiliate accept and agree to all the terms and conditions of the Drone Sky Hook Ltd Terms of Service agreement.

 

Drone Sky Hook Ltd Shipping Policy

Party B and DSH Affiliate accept and agree to all the terms and conditions of the Drone Sky Hook Ltd Shipping Policy.

 

Drone Sky Hook Ltd Return Policy

Party B and DSH Affiliate accept and agree to all the terms and conditions of the Drone Sky Hook Ltd Return Policy.

 

Drone Sky Hook Ltd Limited Warranty

Party B and DSH Affiliate accept and agree to all the terms and conditions of the Drone Sky Hook Ltd Limited Warranty.

 

Drone Sky Hook Ltd Privacy Policy

Party B and DSH Affiliate accept and agree to all the terms and conditions of the Drone Sky Hook Ltd Privacy Policy.

 

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