Avelon Network Terms of Platform Service for Affiliates

Affiliate Agreement and Payment Terms

Effective Date: 15/01/2025

Issued by: Avelon Network Ltd (Company No. 13772806), t/a Avelon.

This Affiliate Agreement governs the terms under which you, as an (“affiliate”), participate in affiliate programs facilitated by Avelon. By registering and using the platform, you agree to the terms outlined below. Please read them carefully to ensure full understanding and compliance.

An affiliate under this Agreement is classified strictly as an independent contractor, not as an employee, agent, or partner of Avelon Network Ltd. Affiliates have no authority to bind Avelon in any contracts, agreements, or obligations.

1. Introduction

1.1 Purpose: This Agreement establishes the terms of collaboration between Avelon and affiliates who join branded affiliate programs available on the Avelon platform. Affiliates agree to abide by these terms when promoting products and services on behalf of brands through Avelon.

1.2 Role of Avelon: Avelon serves as an intermediary, providing technology, tracking, and payment processing to facilitate affiliate partnerships. Avelon does not act as an employer, agent, or legal representative for affiliates or brands.

2. Affiliate Participation

2.1 Eligibility and Enrollment: Affiliates must meet specific eligibility criteria set by Avelon to participate in programs. These criteria include legal age, geographic restrictions, and compliance with laws. Failure to meet or maintain eligibility standards may result in removal from the platform without prior notice. Criteria details are available on the Avelon website.

2.2 Independent Contractor Status:

Affiliates are classified as self-employed contractors responsible for their own business operations, including marketing strategies and compliance with legal obligations. This classification means:

● Affiliates do not form an employment relationship with Avelon or any associated brand.

● Affiliates bear sole responsibility for tax filings and related financial obligations in their jurisdiction.

2.3 Program-Specific Terms: Each affiliate program has unique terms, outlined in an Electronic Insertion Order (EIO). Affiliates must review and agree to these terms before participating in specific programs.

2.4 Removal from Programs: Avelon or participating brands may terminate an affiliate’s participation if terms are breached, eligibility lapses, or compliance with legal and ethical guidelines is not maintained. Affiliates will be notified of such terminations promptly.

2.5 Third party platforms: by signing up to Avelon and joining any affiliate programs, you acknowledge and agree that Avelon may work with trusted third-party service providers (such as Klaviyo, MailChimp etc) to facilitate communication between retailers and affiliates. These platforms are used for the purpose of improving engagement, providing program updates, and delivering marketing or performance-related information.

By signing up for the program, you consent to Avelon sharing your email address and relevant profile information (such as name, affiliate tier, and program status) with these providers solely for the purposes outlined above. Your data will be handled in accordance with our Data Privacy Policy and applicable data protection laws.

3. Payment Terms

3.1 Payment Schedule: Commissions earned during a calendar month will be processed and paid on the final day of the following month. Payments are made to the affiliate’s bank account provided during registration.

3.2 Payment Threshold: A minimum threshold of £20 applies to payouts. Affiliates requesting early payouts for commissions below this threshold will incur a 15% processing fee. Only one early payout is permitted per monthly billing cycle.

3.3 VAT Handling: Affiliates registered for VAT must provide their VAT registration details to Avelon before the payout date. VAT will be calculated and added to commissions as required by applicable laws.

3.4 Non-Payment by Brands: If a brand fails to pay Avelon for affiliate commissions, Avelon is not obligated to compensate affiliates. Affiliates will be informed of delays or non-payment issues within 72 hours of the original payout date.

3.5 Non-Tracked Transactions: Transactions that cannot be tracked due to ad blockers, technical errors, or other external factors are not eligible for commissions. Avelon will make reasonable efforts to allocate commissions when discrepancies are identified.

3.6 Commission Adjustments: Commissions may be adjusted for cancelled, refunded, or fraudulent transactions. Adjustments will reflect in the affiliate’s account before the next payout cycle.

4. Program Terms and Tracking

4.1 Tracking Technology: Avelon uses first-party cookies, tracking links, and unique discount codes to monitor affiliate-driven traffic and sales. These technologies ensure commissions are accurately attributed.

4.2 Tracking Limitations: While Avelon employs industry-standard tracking tools, affiliates acknowledge that external factors, such as browser settings, ad blockers, and user behaviours, may impact tracking accuracy. Affiliates are encouraged to regularly review their account performance and promptly report discrepancies.

4.3 Use of Discount Codes: Brands may provide affiliates with exclusive discount codes for promotions. These codes serve as an additional method of tracking affiliate-generated sales.

5. Dispute Resolution

5.1 Raising Disputes: Affiliates may dispute commission calculations or other issues by contacting Avelon support within 30 days of the occurrence. Disputes raised after this period may not be considered.

5.2 Cancelled Transactions: Avelon is not obligated to pay commissions on transactions cancelled due to returns, refunds, or fraud. Affiliates will be notified of such adjustments, which will reflect in their accounts.

5.3 Commission Clawbacks: If tracking issues are identified that result in the incorrect payment of commissions, Avelon reserves the right to reclaim such commissions from affiliates within a period of three (3) months following the initial payout date. Commission clawbacks will be processed directly through the Avelon payment gateway. Should funds not be available for automatic reclaim, Avelon will issue an invoice to the affiliate for the outstanding amount. Affiliates agree to settle any invoiced amounts within thirty (30) working days of receipt of such invoice.

5.4 Resolution Timeframe: Avelon will endeavour to resolve disputes within ten (10) business days of receiving all relevant documentation from the affiliate.

6. Affiliate Responsibilities

6.1 Ethical Marketing Practices: Affiliates must:

● Avoid deceptive or misleading promotional practices.

● Comply with advertising laws and guidelines in their jurisdiction.

● Represent brands and products truthfully.

6.2 Confidentiality: Affiliates agree to maintain the confidentiality of proprietary information shared by Avelon or brands. Such information must not be used for any purpose outside the affiliate relationship without prior written consent.

6.3 Compliance with Laws: Affiliates are responsible for ensuring their promotional activities adhere to applicable laws, including data privacy and intellectual property rights.

7. Liability and Limitations

7.1 Avelon’s Role and Limitations: Avelon acts solely as a platform provider and is not liable for:

● Non-payment or disputes between affiliates and brands.

● Tracking discrepancies caused by external factors.

7.2 Maximum Liability: Avelon’s liability is capped at the total commissions earned by the affiliate in the one (1) month preceding a claim.

7.3 Affiliate Responsibility: Affiliates assume full responsibility for their marketing strategies and any resulting legal or financial consequences.

7.4 Technical Limitations and Failures: Avelon shall not be responsible for any losses, damages, or interruptions to service caused by technical failures, internet disruptions, data breaches, hacking, malware, or other cybersecurity incidents. Affiliates acknowledge and agree that they use the platform at their own risk regarding any technical vulnerabilities or incidents.

7.5 Disclaimer of Warranties: The Avelon platform is provided on an “as-is” and “as-available” basis without warranties of any kind, either express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose, accuracy, reliability, or non-infringement. Avelon does not guarantee uninterrupted, error-free service or that defects will always be corrected.

8. Termination

8.1 By Avelon: Avelon may terminate an affiliate’s participation for:

● Non-compliance with ethical or legal standards regarding the terms and conditions set out by the merchant in their terms and conditions.

● Inactivity or failure to meet eligibility requirements.

8.2 By the Affiliate: Affiliates may terminate their account by submitting a written request. Outstanding commissions will be paid on the next scheduled payout date or expedited upon request, subject to applicable fees.

8.3 Final Account Reconciliation: Upon termination, Avelon will perform a final reconciliation to ensure all transactions are valid. Adjustments for refunds, cancellations, or errors will be made before the final payout.

9. Modifications and Updates

9.1 Program Changes: Brands may modify their affiliate program terms at any time, including commission rates and product offerings. Affiliates will be notified of significant changes.

9.2 Agreement Updates: Avelon reserves the right to modify this Agreement. Changes will be communicated via email or platform notifications. Continued participation constitutes acceptance of the revised terms.

10. Final Provisions

10.1 Force Majeure: Avelon is not liable for delays or failures caused by events beyond its control, including natural disasters, cyberattacks, or government actions.

10.2 Retention of Records: Avelon will retain affiliate records for 12 months following account termination for legal and administrative purposes.

10.3 Claim Period: Affiliates must file claims or disputes within six (6) months of the occurrence. Claims filed after this period will not be considered.

11. Data Ownership: All data collected, generated, or processed through the Avelon platform, including but not limited to transaction data, user behavior data, marketing performance analytics, and affiliate engagement metrics, is the sole property of Avelon Network Ltd. Affiliates and participating brands acknowledge and agree that Avelon retains exclusive ownership rights, including intellectual property rights, to all such data. Affiliates and brands shall have no proprietary claims or rights over this data except as explicitly granted by Avelon through separate written agreements.

12. Governing Law: These terms and conditions shall be governed by and interpreted in accordance with the laws of England and Wales. Any disputes arising out of or relating to this Agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales.