By completing the sign up form you confirm that you have read through the General Terms & Conditions of Shopaccino Affiliate Program carefully, you have understood them and you agree to them. The affiliate program to be found at www.shopaccino.com/partners.html is an offer of Shopaccino. The following contract conditions apply to all partnership contracts within the affiliate and agency partner program without exception. This Agreement is made between iSolution Microsystems Pvt. Ltd. (hereafter referred as "Shopaccino") and you, or, if you represent an entity or other organization (hereafter referred to as 'Partner').
Shopaccino Partner shall not (a) use Malware and/or Spyware techniques or use any other aggressive advertising or marketing methods in any of its dealings relating to Shopaccino, Shopaccino Related Entities and/or Shopaccino; (c) make any false, misleading or disparaging representations or statements with respect to Shopaccino, Shopaccino Related Entities or Shopaccino; (d) misrepresent the Shopaccino Partner's affiliation with Shopaccino; or (e) engage in any other practices which may affect adversely the credibility or reputation of Shopaccino, Shopaccino Related Entities or Shopaccino, including but not limited to, using any Website in any manner, or having any content on any Website, that (i) promotes sexually explicit materials, violence, discrimination based on race, sex, religion, nationality, disability, sexual orientation or age and/or any illegal activities or (ii) violates any intellectual property or other proprietary rights of any third party.
In addition to, and without limiting the provisions of this Agreement, Shopaccino Partner shall perform its obligations hereunder in accordance with the highest applicable industry standards and in compliance with all applicable laws, rules and regulations.
Shopaccino Partner agrees to indemnify, defend and hold harmless Shopaccino and any Shopaccino Related Entities and the directors, officers, employees, subcontractors and agents thereof (collectively, the “Indemnified Party”), with respect to any claim, demand, cause of action, debt or liability, including reasonable attorneys' fees, to the extent that such action is based upon or arises out of: (a) Shopaccino Partner 's breach of any representation, warranty, obligation or covenant under this Agreement; (b) Shopaccino Partner's gross negligence or willful misconduct; or ( c) any warranty, condition, representation, indemnity or guarantee relating to Shopaccino and Shopaccino Related Entities granted by Shopaccino Partner to any other third party.
In claiming any indemnification hereunder, the Indemnified Party shall promptly provide Shopaccino Partner with written notice of any claim which the Indemnified Party believes falls within the scope of the foregoing paragraphs. The Indemnified Party may, at its own expense, assist in the defense if it so chooses, provided that Shopaccino Partner shall control such defense and all negotiations relative to the settlement of any such claim and further provided that any settlement intended to bind the Indemnified Party shall not be final without the Indemnified Party's written consent, which shall not be unreasonably withheld.
All the terms and provisions of this Agreement shall be binding upon and inure to the benefit of the Parties to this Agreement and to their respective heirs, successors, assigns and legal representatives. Shopaccino Partner shall have no right to assign or otherwise transfer this Agreement, or any of its rights or obligations hereunder, to any third party without Shopaccino's prior written consent, to be given or withheld in Shopaccino's sole discretion.
This Agreement shall be governed, construed and enforced in accordance with the laws of Republic of India. Each Party agrees that any legal action, proceeding, controversy or claim between the Parties arising out of or relating to this Agreement may be brought and prosecuted only in a court of Jaipur territory, and by execution of this Agreement each Party hereto submits to the exclusive jurisdiction of such court and waives any objection it might have based upon improper venue or inconvenient forum