MDO BY SIMON OURIAN M.D. SKINCLUB AMBASSADOR_AFFILIATE & REFERRAL PROGRAM
TERMS & CONDITIONS
By signing up to be an Ambassador in the MDO Skinclub Affiliate & Referral Program ("Program") you agree to be bound by the following terms and conditions ("Terms"). Please ensure that you read them carefully before signing up. These Terms are a legal agreement between MDO Cosmetic Dermatology GmbH, Giesshübelstrasse 62D, 8045 Zurich, Switzerland, and you (the Terms are hereafter also referred to as "Agreement"). Please note that you have no claim to participate in the Program and that MDO Cosmetic Dermatology GmbH reserves the right to refuse service to anyone for any reason at any time under this Program.
The products of MDO Cosmetic Dermatology GmbH are cosmetic products within the meaning of the applicable law, for instance Article L. 5131-1 of the French public health code. These products are governed by the provisions of Regulation (EC) No 1223/2009 of the European Parliament and of the Council of 30 November 2009 on cosmetic products and/or any other applicable law.
MDO Cosmetic Dermatology GmbH reserves the right to update and change the Terms from time to time without notice. Any amendments, modifications, enhancements, or changes to the Program including the release of new features and resources made available by MDO Cosmetic Dermatology GmbH from time to time shall be subject to these Terms. Continued use of the Program after any such changes shall constitute your consent to such changes. You can review the most current version of the Terms at any time at https://www.mdo-skin.com/en/terms-and-conditions (our MDO websites are hereinafter referred to as "Site").
Any violation of these Terms may result in, among other things, termination, or suspension of your rights to be an Affiliate in this Program and forfeiture of any outstanding affiliate referral fee payments earned during the violation.
- Account Registration & Terms
1.1. On the MDO Site www.mdo-skin.com/pages/affiliates you must create an account ("Affiliate Account") and thereto provide your legal full name, a valid email address, and any other information requested on this Site to complete the sign-up process.
1.2 You must be 18 years of age or older to create the Ambassador/Affiliate Account.
1.3 Each Affiliate Account is for use by either a legal entity, this term to be understood in a broad sense (e.g., a company, partnership or alike) or an individual user. If you register the Affiliate Account for a legal entity you warrant that you are entitled to do so and have the necessary rights. MDO Cosmetic Dermatology GmbH does not permit you to share the username and password of the Affiliate Account with any other person nor with multiple users on a network. Responsibility for the security of any usernames and passwords issued rests with you.
1.4 You may not use the Program for any illegal or unauthorized purpose. You must not, in the use of the Program, violate any laws in your jurisdiction (including but not limited to copyright laws).
1.5 In addition to creating the Affiliate Account on the MDO Site (see above) you need to have an account on Stripe https://stripe.com/de-us ("Stripe Account"). Normally, you will already have a Stripe Account from former purchases of MDO products. Please be aware that Stripe is the individual controller of the data that you insert on the website of Stripe and will be your contractual partner. With regard to the activities provided for on Stripe's website you are subject to the legal provisions set out on Stripe's website. If you do not agree to Stripe's legal conditions, you must not sign up for this Program.
1.6 Please note that MDO Cosmetic Dermatology GmbH uses blockchain technology for tracking referrals and therefore store all transactions that occur and are eligible for a referral fee in the chain. By signing up for the Program you acknowledge that your data will be stored in this blockchain, which is immutable by design. If you do not agree with your data being stored in this blockchain, you must not sign up for this Program.
- Referral Links & Promotion
2.1 Once you have signed up for the Program, your application will go through an approval process via KYC to confirm your eligibility to become a MDO Skinclub Ambassador, if the KYC check is positive, you will be provided with a URL link that will redirect you to your Ambassador/Affiliate account to start promoting MDO products. You must use this link to identify you on your site, on emails, or in any other communications relating to the MDO products and the MDO Site. It is your responsibility to ensure each such link is correctly formatted.
2.2. MDO Cosmetic Dermatology GmbH may also provide graphical images that can be used within the link to promote MDO products. You may not modify these images in any way. MDO Cosmetic Dermatology GmbH reserves the right to change the images at any time without notice.
2.3 You will be solely responsible for the development, operation, and maintenance of your site and for all materials that appear on your site as well as in any other correspondences (over email or in any other manner). Moreover, you are solely responsible that you observe all applicable laws by promoting MDO products.
2.4 You may not use our name or graphics in any mass mailing whatsoever unless MDO Cosmetic Dermatology GmbH has given their advanced written consent and you observe all applicable laws. MDO Cosmetic Dermatology GmbH may terminate the Agreement if any meaningful spam complaints or other complaints naming the MDO Cosmetic Dermatology GmbH or our services result from your marketing activities.
2.5 You may not issue any press release with respect to this Agreement or your participation in the Program; such action may result in your termination from the Program. In addition, you may not in any manner misrepresent or embellish the relationship between MDO Cosmetic Dermatology GmbH and you, say you develop our services, say you are part of MDO Cosmetic Dermatology GmbH or express or imply any relationship between MDO Cosmetic Dermatology GmbH and you or any other person or entity, except as expressly permitted by this Agreement.
- Referral Fees
3.1. For a sale to be eligible to earn a referral fee, the customer must click-through a link from your site, email, or other communications to the MDO Site and complete the purchase with full payment within 30 days of the initial click-through (over Shopify). If they fail to complete the purchase within those 30 days and later return without following your link, you will not earn a referral fee.
3.2 MDO Cosmetic Dermatology GmbH will only pay referral fees on links that are automatically tracked and reported by our systems. For our systems to track the referral, the customer must have cookies enabled. MDO Cosmetic Dermatology GmbH will not pay referral fees if someone says they signed up through you but it was not tracked by our system.
3.3 The referral fee is 20% of our revenue from customers that you refer. The referral fee will be credited to your Stripe Account once the customer pays for their purchase. Referral fees are only earned if a customer makes a payment in full. You are responsible to inform the customer about the referral fee in case this is necessary under applicable laws.
4.1 Accrued referral fees are paid by Stripe via your Stripe Account once per month. You will receive a notification email from MDO Cosmetic Dermatology GmbH with the amount to be paid. Once you have confirmed this, the amount will be paid within 10 business days on your Stripe Account. However, the notification email is not a confirmation that you can legally rightfully keep the referral fees or will certainly obtain them within 10 business days (see further below).
4.2 Customer payments (i) refunded or (ii) payments charged-back due to credit card fraud or for other violations of applicable laws do not qualify for referral fees. MDO Cosmetic Dermatology GmbH may delay crediting of referral fees subject to risk analysis considerations in this connection or demand the charge-back of any transferred referral fees from you, if the customer refunds the payment or the payment is charged back for violations of applicable laws.
4.3 MDO Cosmetic Dermatology GmbH reserves the right to disqualify referral fees earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods or in violation of applicable laws.
4.4 A summary of sign ups and statement of referral fees is available to you in the Affiliate Account.
4.5 The conditions under which the referral fee will be paid, and the amount is subject to change at our discretion.
4.6 You are solely responsible to pay any taxes, charges, levies, assessments, and other fees of any kind on the referral fees that may occur under applicable laws in connection with this Agreement.
- Customer Definition
5.1 Every customer who buys a product by using the URL provided to you under this Agreement is deemed to be a customer of MDO. Accordingly, all our rules, policies, and operating procedures concerning pricing, customer orders, customer service, and services sales will apply to those customers. MDO Cosmetic Dermatology GmbH may change our policies and operating procedures at any time. MDO Cosmetic Dermatology GmbH is not responsible for any representations made by you that contradict our rules, policies, or operating procedures.
- Pricing & Availability
6.1 MDO Cosmetic Dermatology GmbH will determine the prices to be charged for products sold under the Program in accordance with our own pricing policies. Product prices and availability may vary from time to time. Because price changes may affect products that you have listed on your site or in any other communication, you should not display product prices. MDO Cosmetic Dermatology GmbH will use commercially reasonable efforts to present accurate information, but MDO Cosmetic Dermatology GmbH cannot guarantee the availability or price of any products.
- Copyrighted and Trademarked Material and any other Laws
7.1 You are solely responsible for ensuring that your reviews, product descriptions and articles (if applicable at your site or in your communications) obey all applicable laws (in particular copyright, trademark and health laws).
- Term of the Agreement and Program / Termination
8.1 The term of this Agreement will begin upon our acceptance of your Program application (i.e. your double opt-in into these Terms) and will end when terminated by either party. Either you or MDO Cosmetic Dermatology GmbH may terminate this Agreement at any time, with or without cause, by giving the other party notice of termination. Notice by email, to your address on our records, is considered sufficient notice to terminate this Agreement. If you intend to terminate, please send an email to the following address firstname.lastname@example.org.
8.2 Moreover, MDO Cosmetic Dermatology GmbH reserves the right to terminate/discontinue the entire Program at any time. Upon Program termination, the Agreement with you automatically ends and MDO Cosmetic Dermatology GmbH will pay any legitimate outstanding referral fees.
- Suspension of Participation in the Program / Consequences of Termination
9.1 MDO Cosmetic Dermatology GmbH, in its sole discretion, has the right to suspend your participation in the Program and in this connection e.g. hinder your access to your Affiliate Account and refuse all current or future use of the Program, for any reason at any time.
9.2 The termination of this Agreement will result in the deactivation or deletion of your Affiliate Account, and the forfeiture and relinquishment of all potential or accrued referral fees or a payback obligation from your part of referral fees in line with what is set out in Section 4 above Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site and any other communications of yours, all links to the MDO Site and all our images and other materials provided under the Program.
- Relationship of Parties
10.1 You and MDO Cosmetic Dermatology GmbH are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Agreement.
- Limitations of Liability
11.1 MDO Cosmetic Dermatology GmbH and any of MDO Cosmetic Dermatology GmbH’s managing directors, employees, shareholders or vicarious agents exclude all liability and responsibility as far as legally permissible for any amount or kind of loss or damage that may result to you or a third party (including without limitation, any direct, indirect, punitive or consequential loss or damages, or any loss of income, profits, goodwill, data, contracts, use of money, or loss or damages arising from or connected in any way to business interruption, and whether in tort (including without limitation negligence), contract or otherwise) in connection with the Program.
11.2 Nothing in this Agreement shall exclude or limit MDO Cosmetic Dermatology GmbH's liability for:
(a) gross negligence; or
11.3 If your use of material provided under the Program results in the need for servicing, repair or correction of software or data, you assume all costs thereof. MDO Cosmetic Dermatology GmbH’s maximum aggregate liability under or in connection with these Terms, or any collateral contract - as far as legally permissible -, whether in contract, tort (including negligence) or otherwise (a “Claim”), shall be limited to a sum equal to the aggregate amount which MDO Cosmetic Dermatology GmbH is obliged to pay you in the twelve (12) month period immediately prior to the period giving rise to such Claim.
12.1 Any dispute, controversy, or claim arising out of, or relating in any way to this Agreement (including any actual or alleged breach hereof, the validity, invalidity, or termination), any transactions or activities under this Agreement or your relationship with MDO Cosmetic Dermatology GmbH or any of our Ambassadors/Affiliates shall be resolved by confidential arbitration in Switzerland. Arbitration under this Agreement shall be conducted under the arbitration rules "Swiss Rules 2021". The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.
12.2 You agree that any arbitration or proceeding shall be limited to the dispute between MDO Cosmetic Dermatology GmbH and you individually, and (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. You agree that you may bring claims against MDO Cosmetic Dermatology GmbH only in your individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.
13.1 All notices given by you to MDO Cosmetic Dermatology GmbH must be given to MDO Cosmetic Dermatology GmbH at email@example.com. MDO Cosmetic Dermatology GmbH may give notice to you at the email address you provided to MDO Cosmetic Dermatology GmbH when registering your Ambassador/Affiliate Account. Notice will be deemed received and properly served 24 hours after an email is sent. In proving the service of any notice, it will be sufficient to prove in the case of an email, that such email was sent to the specified email address of the addressee.
14.1 If MDO Cosmetic Dermatology GmbH fail, at any time to insist upon strict performance of any of your obligations under these Terms, or if MDO Cosmetic Dermatology GmbH fail to exercise any of the rights or remedies to which MDO Cosmetic Dermatology GmbH is entitled hereunder, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
14.2 A waiver by MDO Cosmetic Dermatology GmbH of any default shall not constitute a waiver of any subsequent default.
14.3 No waiver by MDO Cosmetic Dermatology GmbH of any of these Terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.
15.1 If any of these Terms are determined by any competent authority to be invalid, unlawful, or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
- Data Protection
- Entire Agreement
17.1 These Terms and any document expressly referred to in it represents the entire agreement between MDO Cosmetic Dermatology GmbH and you in relation to the use of the Program and supersedes any prior agreement, understanding or arrangement between MDO Cosmetic Dermatology GmbH and you, whether oral or in writing.
MDO Cosmetic Dermatology GmbH acknowledges that, in entering into these Terms, neither you or MDO Cosmetic Dermatology GmbH have relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between MDO Cosmetic Dermatology GmbH and you prior to entering into these Terms except as expressly stated herein.
17.2 Neither you or MDO Cosmetic Dermatology GmbH shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date MDO Cosmetic Dermatology GmbH entered these Terms (unless such untrue statement was made fraudulently) and the other party's only remedy shall be for breach of contract as provided in these Terms.
- Governing Law
18.1 This Agreement shall be governed by and construed in accordance with the laws of Switzerland.