1.1 The Affiliate Program allows the Affiliate to earn commissions on eligible sales generated via their unique affiliate link or coupon code on the Supplier's website.
1.2 The program is free to join. The Affiliate participates as an independent contractor and not as an employee, partner, or agent of the Supplier.
2.1 The Affiliate must apply via the Supplier's online affiliate sign up form. The Supplier may accept or reject any application at its discretion.
2.2 Once approved, the Affiliate will receive:
3.1 The Affiliate may promote the Supplier's products using:
3.2 The Affiliate must:
3.3 The Affiliate must not:
4.1 Sales are tracked by the Supplier's affiliate system using:
4.2 A tracking cookie of 30 days (or such other period the Supplier specifies in writing) will attribute a sale to the last click Affiliate whose link the customer used. If the customer clears cookies, switches devices, or uses another Affiliate's link, tracking may not apply.
5.1 Commissions are calculated as a percentage of Net Sales on a tiered basis. "Net Sales" are total product price actually received by Supplier, excluding GST/VAT or other applicable tax, shipping, promotional discounts, chargebacks, refunds or any other applicable cost of sale at the discretion of the Supplier.
5.2 Payment schedule:
5.3 If an order is refunded, charged back, or flagged as fraud, the Supplier may reverse or deduct the related commission from current or future payouts.
5.4 All payments are approved at the sole discretion of the Supplier.
6.1 This Agreement starts on the Effective Date and continues until terminated.
6.2 Either Party may terminate this Agreement at any time with 14 days' written notice.
6.3 The Supplier may suspend or terminate the Affiliate account immediately if the Affiliate:
6.4 On termination, the Affiliate must remove all affiliate links, codes, and Supplier brand assets from their channels. Commissions remain payable only for Eligible Sales made prior to termination.
7.1 All trademarks, logos, product names, images and website content of the Supplier remain the Supplier's property.
7.2 The Supplier grants the Affiliate a limited, non exclusive, revocable licence to use these assets solely for approved promotional activities under this Agreement.
7.3 The Affiliate must not alter logos or imply ownership of the Supplier's intellectual property.
8.1 The Affiliate acknowledges that the Supplier's products may be sold for laboratory research use only, unless expressly stated otherwise by the Supplier.
8.2 The Affiliate agrees not to promote any use that would breach the Supplier's Terms & Conditions or applicable regulations, and will include any safety or legal disclaimers that the Supplier reasonably requires.
8.3 The Supplier does not guarantee any results from the products; the Affiliate must not state or imply otherwise.
9.1 To the maximum extent permitted by law, neither Party is liable to the other for any indirect, incidental, or consequential loss, including loss of profit or opportunity.
9.2 The Supplier's total aggregate liability under this Agreement is limited to the total commissions paid to the Affiliate in the previous six (6) months.
10.1 Each Party must keep confidential all non public business, technical and financial information received from the other Party and use it only for purposes of this Agreement.
10.2 This obligation survives termination.
11.1 The Supplier may update the Affiliate Program terms (including commission rates, cookie period, and payment procedures) from time to time. Changes will be posted on the Supplier's website or sent via email and will take effect from the date specified.
11.2 Continued participation in the program after changes take effect constitutes the Affiliate's acceptance of the revised terms.
12.1 This Agreement is governed by the laws of the State of New South Wales, Australia, and the Parties submit to the non exclusive jurisdiction of those courts.