Grown Local affiliate programme terms and conditions
The purpose of the Grown Local affiliate programme is to reward Affiliates for any new customers that they refer to Grown Local by properly advertising the grownlocal.co domain through legitimate methods.
By creating an affiliate account, you agree to abide by the terms and conditions detailed in this Agreement.
This Agreement contains the complete terms and conditions that apply to your participation as a member of the Grown Local Ltd Affiliate Programme. This Agreement constitutes the entire agreement between Grown Local Scotland LTD and the Affiliate and any pre-existing agreement or arrangement between Grown Local Scotland LTD and the Affiliate shall be terminated forthwith upon completion of this Agreement, save that any outstanding commissions owed to you prior to the revocation of your affiliate status will be credited to the Affiliate’s account.
Your Acceptance of these terms and conditions will be indicated by creating an affiliate account.
Grown Local Scotland LTD Affiliate Programme Terms and Conditions
“this Agreement” shall mean the contents of the contract between Grown Local Scotland LTD and the Affiliate in respect of the Programme.
“Grown Local” shall mean Grown Local Scotland LTD of (Company No. SC646441), whose registered office is at 5 Chisholm Terrace, Penicuik, Midlothian, Scotland EH26 0HF.
‘the Site’ shall mean grownlocal.co website.
‘the Programme’ shall mean the affiliate Programme as set out on the Site and that is governed by this Agreement.
‘the Link’ shall mean the HTML link provided from time to time by Grown Local to link the Affiliate’s website to the Site.
‘the Affiliate’ shall mean the party who agrees to take part in the Programme.
2. The Programme
2.1) The Programme shall be the affiliate programme as set out on the Site from time to time.
2.2) Grown Local is entitled to vary, amend or cancel the Programme without giving notice to the Affiliate. Grown Local may make any such change by publishing any revised terms on the Site.
2.3) The Programme is expressly a business-to-business relationship and both Grown Local and the Affiliate enter into it in a business capacity and not as a consumer.
2.4) The Programme does not entitle the Affiliate to represent themselves as an agent, partner or any other form of associate of Grown Local other than as an Affiliate as expressly provided for in this Agreement.
3. Suitability for the Grown Local Affiliate Program
3.1) Grown Local reserves the right to terminate this Agreement and the Affiliate’s status at any time for any reason whatsoever at its sole discretion.
3.2) In particular if Grown Local deems that the Affiliate’s website is inappropriate for the Programme then this Agreement shall be terminated. The Affiliate’s website may be deemed inappropriate if in the view of Grown Local it contains, promotes or contains links to sites that are:
3.3) discriminatory, sexually explicit or violent material, or
3.3) promote, depict or contain links to material that promote or depict discrimination based on race, gender, religion, national origin, physical or mental disability, sexual orientation, or age, or
3.4) contains unlawful material, this shall include but not be limited to materials that may possibly violate another’s intellectual property rights, or
3.5) contains information regarding, promotes or links to a site that provides information or promotes illegal activity, or
3.6) for any other reason that is deemed Grown Local (at its sole discretion) to be unsuitable.
3.7) Upon creating and affiliate account you are automatically accepted on the Programme. Grown Local reserves the right to withdraw Affiliate status at anytime after you have been accepted onto the Programme for any reason that Grown Local deems relevant. Acceptance into the Programme does not mean that Grown Local has specifically approved the Affiliate or its website.
4. Legitimate methods of advertising
4.1) In order to receive commission’s for referring customers to Grown Local, the Affiliate must engage in proper advertising. Affiliates found to be engaging in improper advertising shall have their agreement terminated and their affiliate status revoked. Grown Local shall be the sole and absolute arbiter of what constitutes proper advertising.
4.2) A non-exhaustive list of examples of improper advertising shall include but not be limited to:
4.2.1) the forwarding of any urls direct to Grown Local (this includes misspells of the above trademark domain); and
4.2.2) forcing cookies through iframes;
4.2.3) advertising through third party networks; with the exception arising from Clause 4.3 below;
4.2.4) brand bidding (including misspells) for PPC advertising,
4.2.5) including your Grown Local affiliate link within Unsolicited Commercial Email (UCE) or SPAM,
4.2.6) including any of Grown Local url in search adverts.
4.3) Affiliates are permitted to promote Grown Local through various social media communities, as a limited exception to Clause 4.2.3 above. However, Affiliates are not permitted to create groups or specific web pages in social communities whereby they purport or hold themselves out to be representatives of Grown Local.
4.4) Grown Local reserves the right to conclude that you have engaged in an improper method of advertising according to our standards, at our sole discretion. We may come to such a conclusion even if it is based upon our opinion or mere suspicion or belief and is without any duty on Grown Local to prove that our opinion or suspicion is well-founded; and even if our opinion is proven not to be well-founded or if other hosting/domain name companies have not deemed it to be an improper method of advertising.
4.5) Any Affiliate found to be adopting improper methods of advertising for the purpose of the Programme shall be deemed to have been in breach of this Agreement and shall have their Affiliate status revoked. Such an Affiliate will therefore immediately cease in being an Affiliate of Grown Local.
4.6) Any sales that have been generated through improper advertising will not qualify for commission or credit from Grown Local.
4.7) Any Affiliate found to be utilising these or any other improper methods of advertising may be required to pay back any such commission that has been paid by Grown Local to them. If Grown Local elects not to enforce this right it shall not be deemed to be a waiver of any other rights that it may have under this Agreement.
5. The Procedure
5.1) Subject to the terms of this Section, we will provide to you all Links, and any related banners, graphics, or text advertisements necessary to promote and offer the Grown Local Services to your site’s visitors and/or its members. The Grown Local link may contain any picture, text, logo, graphic, that maybe be attributed with Grown Local.
5.2) Grown Local reserves the right to change the content and or display of the Link from time to time in our sole discretion. The link will connect your site with the area on our site (the landing page) where your referral may apply for Grown Local products directly with us. The presence of the Grown Local link on your site will serve to identify you as a member of our Affiliate Programme.
6. The Payment of Commission
6.1) Once a customer has arrived at our website having followed the Link, their actions on our website will be tracked for 30 days using a cookie. You will earn commission on their first order that is placed during the 30-day period. Grown Local will not be responsible for commissions missed due to the cookie being deleted or blocked or in any other way failing to track the customer from the Link.
6.2) Affiliates will only earn commission fees only with respect to activity on our site occurring directly through the Link that will appear on their website.
6.3) Grown Local is under no obligation whatsoever to pay any commission to any Affiliate who does not strictly follow this Agreement as published from time to time.
6.4) Grown Local reserves the right to take legal action against any Affiliate that commits fraud, or conspiracy to defraud and to recover any commissions paid to an Affiliate which was earned as a result of such fraud. For the purposes of this agreement fraud shall include but not be limited to wittingly violating the terms of this Agreement.
6.5) Grown Local will only make a payment to the Affiliate when the level of commission due at the end of a given calendar month is above the commission balance threshold.
6.6) the commission balance threshold for the purpose of this agreement is £25.
6.7) Grown Local reserves the sole right to change the commission balance threshold at any time it sees fit without the prior the consent of its affiliates. In the event of a commission balance threshold change Grown Local shall notify all its affiliates of the change before hand. If any modification to the commission balance threshold or the Agreement as a whole is not acceptable to an Affiliate, the Affiliate shall be entitled to terminate this Agreement. If an Affiliate terminates this Agreement for any reason whatsoever then it shall not be entitled to any commission payments earned after it has terminated this Agreement.
6.7) The Affiliate’s continuing participation in the Programme constitutes its acceptance of any change to the commission balance threshold or to any other part of this Agreement.
6.8) Affiliates that exceed the commission balance threshold will automatically be sent a cheque each month. Affiliates that do not exceed the commission balance threshold can apply their balance as credit and use it for the renewal of their Grown Local accounts or use this credit to purchase new Grown Local products or services.
6.9) Affiliates that do not reach the £25 commission balance threshold in one calendar month will not lose their accrued commission. Their accrued credit for that particular calendar month will be carried over and applied to the next calendar month, this process shall continue until the client reaches the commission balance threshold when they will be entitled to receive a payment from Grown Local.
6.10) 1 Grown Local will only pay out commissions on sales that are 60 days old.
Commissions for sales over 60 days old will be paid once the £25 threshold is reached.
6.11) Payments will be made by PayPal. Affiliates shall allow up to 28 days to receive their payments. It is the sole responsibility of an Affiliate to make sure that their contact details are up to date and accurate on the Grown Local system in order to facilitate the cheque reaching them.
6.12) In the event that an affiliate has not received payment after 28, Grown Local will reissue the Affiliate’s payment.
6.13) All missing payments must be followed up within six months of the date of their issue. All payments due from missing cheques that have not been brought to the attention of Grown Local within six months shall be deemed to have been forfeited by the Affiliate.
6.14) Affiliates will only be paid Commissions for the first order made by their referral customer only. Commissions will not be not paid on orders made by existing Grown Local customers. Grown Local will not pay commission for products that an Affiliate purchases for itself through the Link. The Grown Local system will simply not recognise this as an Affiliate sale. Web agencies or resellers purchasing domains or products through their account for other people are encouraged to contact Grown Local directly for information on how they can become eligible for commission.
6.15) The rates of commission payable to the Affiliate from time to time shall be published on the Site and this shall be included in this Agreement as Schedule 1 to it. Schedule 1 may be amended or varied by Grown Local at any time without reference to the Affiliate. Any revised rates of commission payment shall take effect from the day that the amended Schedule 1 is published on the site.
7. Grown Local’s Obligations
Grown Local agrees to undertake the following obligations:
7.1) provide all information necessary to allow the Affiliate to make necessary the Link from the grownlocal.co to the Affiliate’s site,
7.2) processing all orders for Grown Local products or services placed by a referral following the Link,
7.3) tracking the number and amount of relevant sales generated through the Link,
7.4) providing information to you regarding commission payments,
7.5) credit card authorisations, payment processing, cancellations, returns, and all other related customer service for Grown Local for the purpose of our business, and
7.6) establishing the commission balance threshold, payment frequency and payouts of earned commissions as contained in Section 6 of this Agreement.
8. The Affiliate’s Obligations
The Affiliate agrees to be solely responsible for the following and shall keep Grown Local fully indemnified in respect of:
8.1) the content of the Affiliate’s site or any site that they may be connected to,
8.2) any misrepresentation of Grown Local or its products or services,
8.3) making of any false claims, representations or warranties in connection with Grown Local,
8.3) ensuring that your site and your products and services that you offer from your site comply with all applicable copyright, trademark, any intellectual property right, Data Protection, anti-spam or any other applicable law,
8.4) obtaining permission to use another party’s copyrighted or any other proprietary material,
8.5) the development, operation and maintenance of the Affiliate’s site and for all materials that appear on it. For the purposes of this Agreement this shall include but not be limited to, the technical operation of your site and all related equipment; the accuracy and propriety of materials posted on your site; and ensuring that materials posted on your Site do not violate or infringe upon the rights of any third party and are not libellous or otherwise unlawful or illegal. Grown Local hereby disclaim all liability for all such matters,
8.6) Affiliates also agree to indemnify and hold harmless Grown Local, its parent company, sister companies, subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, expenses, and costs insofar as such arise out of or are based on, or in any way connected with this Agreement.
8.7) complying with all applicable EU- and national laws and regulations in force from time to time this shall include, but not be limited to, the EU-directive 2002/58/EC, and
8.8) the payment of all tax and national insurance payable on any payments made to you by Grown Local.
9. Right to Name as a Reference Customer
9.1) Affiliates shall not create, publish, distribute, or permit any written or graphical material that makes reference to Grown Local other than those mentioned in this Agreement or otherwise provided by Grown Local, without the prior written consent of Grown Local. Grown Local reserves the right to refuse any request for consent under this Agreement.
10. The License
10.1) Grown Local grants to the Affiliate a non-exclusive, non-transferable, revocable right to access the grownlocal.co site through the Link solely in accordance with the terms of this Agreement. This license shall be used solely in connection with the Link, and it will extend to the use of our logos, trade names, trademarks and similar identifying material relating to Grown Local and which Grown Local shall provide to the Affiliate, for the sole purpose of establishing the Link to grownlocal.co so customers can purchase Grown Local products and services.
10.2) Affiliates cannot modify or change the Link or any other materials provided by Grown Local in any way.
10.3) Other than establishing the Link, the Affiliate shall not make any use of any of the licensed materials noted in the aforementioned paragraph provided by Grown Local without first obtaining the prior written consent of Grown Local. Affiliates shall not use the Licensed Materials in any manner that is inappropriate or that is in any way detrimental to the Grown Local brand or any other brands.
10.4) Grown Local reserves all of its rights in the materials provided and all of its other proprietary rights. Grown Local shall be entitled to revoke this license to use the Link or the materials at any time and at its sole discretion.
10.5) The licenses described in this Section shall expire upon the termination of this Agreement.
10.6) Any inappropriate use of the Link, text, banners or other advertisements not expressly approved of in writing or provided by Grown Local may be cause for immediate termination of this Agreement.
11. Terms of the agreement
11.1) The terms of this Agreement will begin upon your signup with the Programme and will end when your affiliate account is terminated.
11.2) Upon the termination of this Agreement any commission that has not yet reached the commission threshold shall be turned into credit which can only be used to purchase products or services from Grown Local. Affiliates that have reached the £25 commission threshold will be paid using PayPal upon the termination of the Agreement subject always to the terms of this Agreement as shall be published from time to time.
112.1) Grown Local reserves the right to modify or otherwise change the terms of this Agreement at any time as it sees fit. Grown Local shall make such modifications by way of publishing revised terms on the Site. Affiliates only remedy in the event of revised terms of this Agreement being published shall be to terminate this Agreement. An Affiliate shall be deemed to have accepted of any modification to this Agreement as published from time to time.
13. Limitation of Liability
13.1) Grown Local shall not be liable to the Affiliate or to any other person, for indirect, incidental, or special damages, lost profits, loss of goodwill, lost savings, or any other form of consequential damages, regardless of the form of action, even if Grown Local has been advised of the possibility of such damages, whether resulting from breach of its obligations under this Agreement or otherwise.
13.2) Grown Local entire liability in respect of any liability arising under this agreement will not exceed the total commission fees paid or payable to the Affiliate under this Agreement.
13.3) Grown Local makes no warranties, either express or implied, concerning the performance or functionality of the Grown Local services, or the Programme as a whole. This includes but is not limited to the Link or any other affiliate advertisements and hereby expressly disclaims all implied warranties, including warranties of merchantability or fitness for a particular use or purpose.
13.4) Grown Local shall under no circumstances be liable to the Affiliate or to any other person or entity for any loss, injury, or damage, of whatever kind, resulting from or arising out of any mistakes, errors, omissions, delays, or interruptions in the receipt, transmission, or storage of any messages or information arising out of or in connection with the Programme or Grown Local.
14. Governing Law
14.1) This Agreement is governed by, and is construed in accordance with the laws of Scots Law.
14.2) The Courts of Scotland shall have jurisdiction to hear any disputes arising from this Agreement.
14.3) Grown Local shall not be liable for the legality of Grown Local service in countries other than the United Kingdom.
14.4) Affiliates are solely responsible for the legality of the use of the service if the Affiliate in question is registered to Grown Local service from a country other than the United Kingdom or if the Affiliate’s website is on a server in a country other than the United Kingdom.
15.1) By creating an affiliate account the Affiliate acknowledges that they have read the terms and conditions of this Agreement, understand them and agree to be bound by them