Partner terms & conditions

By creating a ShopWired Partner Account, you are agreeing to be bound by the terms and conditions below.

• a. "The Company" refers to ShopWired/ShopWired.co.uk, trading names of Platform 21 Limited, a company registered in England and Wales with Company Number 12507062, whose registered office is at Suite 3, 17 Wrens Court, Lower Queen Street, Birmingham B72 1RT.
• b. "The Service" refers to the partner service and programme provided by ShopWired as defined in this agreement.
• c. "The Partner" refers to the individual or corporate entity that orders the service from the Company.

Where the Service is used by a Partner that is a corporate entity, the individual who creates the account agrees to be jointly and severally liable for any sums that become owing as part of this agreement.

Where the Partner is an individual, the Service is not available to those under the age of 18 years.

The Service must not be used for any illegal purpose by the Partner. The Company reserves the right to immediately terminate this Agreement if the Service is used for illegal purposes.

Any breach of these terms and conditions by the Customer may result in immediate termination of this Agreement by the Company, at its sole discretion.

The Company reserves the right to refuse the Service to anyone for any reason at any time.

The Company provides no warranty or guarantee that the Service will be uninterrupted, timely, secure, or error-free at any time.

The Partner uses the Service at their own risk. The Service is provided on an "as-is" basis, without any warranty or condition, whether written, oral, implied, or statutory.

The Company shall not be liable to the Partner for any loss incurred as a result of the Partner's use of the Service, whether direct, indirect, consequential, or any other type of loss.

Should the Service become unavailable for any reason, the Company shall not be liable to the Partner for any loss incurred as a result, whether direct, indirect, consequential, or any other type of loss.

Losses referred to in terms 10 and 11 include, but are not limited to, loss of sales, loss of profits, loss of customer goodwill, loss of search engine rankings, loss of advertising costs, loss of use, loss of data, or any other intangible losses.

The failure of the Company to exercise or enforce any of the terms and conditions of this Agreement shall not constitute a waiver of such right or provision.

Partners cannot send email marketing about ShopWired to any list of subscribers without the express written permission of the Company in advance.

The Partner must not engage in any marketing activities except as expressly allowed and set out in these terms and conditions.

The Partner must not engage in any fax, broadcast, telemarketing, or any other 'offline' marketing activities.

The Partner must not use malware, spyware, or any other aggressive advertising or marketing methods in relation to the marketing of ShopWired.

The Partner must not make any false or misleading representations about ShopWired.

The Partner may not use any copyrighted property of the Company without the express prior written permission of the Company. This includes, but is not limited to, graphics, images, website layouts and structure, or written copy.

The Partner must not engage in any other activities which may or will have an adverse effect on the credibility or reputation of the Company or the ShopWired Platform.

The Partner must immediately notify the Company in writing if they believe that any circumstance could reasonably lead to a claim, demand, or liability against the Company by any third party.

Referral payments will be made by the Company to the Partner for introducing new customers to the Company.

Referral payments will be based on the subscription payment made by the new customer multiplied by the agreed commission percentage. Where no commission percentage has been agreed, the value of 15% will be used.

Commission payments will not be made for any fees paid by the customer to the Company other than the subscription payment, nor for paid apps used by the customer.

Referral payments will be made via PayPal only. If the Partner cannot receive payment via PayPal within 60 days of termination of this agreement, any and all commission payments due will be cancelled and become null and void.

Commission payments are made only where the partner requests a payment through their partner account. In the case of a standard ShopWired account, the user must also request payment through their account. Both partners and standard ShopWired account holders can only request commission payment if the total amount owed is £25 or more. If the commission total is less than £25, no payment will be made.

All commission calculations are subject to fraud and risk analysis and anti-money laundering procedures.

Commission payments may be withheld by the Company while checks are carried out in accordance with term (27) of this agreement.

The Company shall not be responsible to pay any fees in the following circumstances:

• i) Payments by customers that have been refunded by the Company.
• ii) For a referred customer created or owned in whole or in part by a Partner.
• iii) Related to fraudulent sales.
• iv) Related to a fraudulent website.
• v) Related to revenues that have been subject to a chargeback.
• vi) To Partners who are employed by the Company or affiliated companies.
• vii) To Partners who are employed by the customer.

If any commission payment is later found to be subject to exclusions or paid in error, the Company reserves the right to reclaim such payments or set off amounts from future commission payments.

The Company reserves the right to modify the fees and/or payment terms at any time upon reasonable advance notice to the Partner.

Either the Company or the Partner can terminate this agreement by giving 30 days written notice to the other party.

If the Company finds any fraud or attempted fraud, the Company reserves the right to terminate this agreement without notice, and any commission payments due will become null and void.

On termination of this agreement, the Partner shall immediately cease using and remove any materials provided by the Company for marketing the ShopWired Platform.

Nothing in this agreement grants any right or ownership of any intellectual property belonging to the Company.

The Partner must treat all communications with the Company as strictly confidential.

If the Partner breaches confidentiality, the Company reserves the right to cancel any commission payments due and terminate this agreement without notice.

The Partner agrees to indemnify the Company for any losses sustained as a result of the Partner's breach of this agreement.

The Partner may not assign this Agreement without the prior written consent of the Company.

Nothing in this agreement grants any rights or remedies to third parties.

This Agreement constitutes the entire agreement between the parties, superseding all prior representations or warranties.

This Agreement is governed by English Law, and all parties submit to the exclusive jurisdiction of the courts of England and Wales.

If any term, warranty, or condition is found to be unenforceable, the remainder of the Agreement remains valid and enforceable.