Shoplazza Affiliate Program Agreement

Last updated on: February 17, 2025

By participating in Shoplazza Affiliate Program (the “Program”) or any Program activities, using the Affiliate Platform (as defined below) or clicking “Join Now” (or a similar box or button) when you sign up for an Affiliate Account (as defined below), you agree to be bound by the following Shoplazza Affiliate Program Agreement.  You, the Affiliate Partner, acknowledge and accept the following terms (the “Affiliate Terms”), including Shoplazza Partner Program Agreement (the “Partner Terms”), which are incorporated herein by reference, which constitute the entire agreement between Affiliate Partner and Shoplazza with respect to the Shoplazza Affiliate Program (the “Agreement”). In case of any conflict between these Terms and Partner Terms, these Terms shall prevail only within the scope of the Shoplazza Affiliate Program. 

 

Shoplazza reserves the right to update and change these Affiliate Terms for any reason by posting updates and changes to the Shoplazza website, and such amendments to Affiliate Terms are effective as of the update date. You are advised to check these Affiliate Terms from time to time for any updates or changes that may impact you. If you do not accept such changes/amendments, you must contact us immediately. The definitions given in Partner Terms shall apply to Affiliate Terms unless otherwise stipulated in Affiliate Terms or the context requires a different interpretation.

  1. Definitions

 

“Affiliate Partner” or “You” means a Partner who has registered and approved by Shoplazza for an Affiliate Account via the Shoplazza Affiliate Program Page to join the Shoplazza Affiliate Program by agreeing to this Agreement, and who promotes the Service and refers the Prospects via the Affiliate link assigned by Shoplazza (“Affiliate Link”). For the avoidance of doubt,  Shoplazza Affiliate Program is part of the Shoplazza Partner Program. 

 

“Affiliate Account” means a Shoplazza Affiliate Program account.

 

“Active Merchant” means the Prospect who has registered a paid Shoplazza account. 

 

“Affiliate Platform” means the portal, platform or system designated by Shoplazza for Affiliate Partner leads submission, status tracking, commission receiving and management. 

 

“Qualifed Referral” means the conditions that the referral shall meet to entitle Affiliate Partner the Fees. 

 

“Fees” means the respective referral fee, commission, revenue share and/or other fees which Affiliate Partner is entitled to pursuant to this Agreement.

 

“Prospects” means any leads that Affiliate Partner refers to Shoplazza to use the Service. 

 

  1. Partner Rights and Obligations

 

2.1 To become an Affiliate Partner, you must create an Affiliate Account on the Affiliate Platform by providing all information indicated as required. After Shoplazza receives your application for an Affiliate Account to participate in the Program, Shoplazza will review and notify you of your acceptance or rejection. Shoplazza reserves the right to accept or reject any application for an Affiliate Account for any reason, in its sole discretion. 

 

2.2 Upon acceptance into the Program, Affiliate Link will be made available to you. You agree to only use Affiliate Link obtained from Shoplazza, and not to manipulate, alter or otherwise modify any Affiliate Link (including, without limitation, any linking code). If you have any requirement of any modification to the Affiliate Link, including but not limited to alteration, suspension or removal of the links, you shall communicate with Shoplazza and obtain prior written consent in advance.

 

2.3 You shall use commercially reasonable efforts and bear all costs and expenses unless otherwise stated to identify and refer Prospects to Shoplazza. You shall submit the referred leads by providing the Prospects contact information via the Affiliate Platform as requested by Shoplazza. You could track the conversion status of the submitted Prospects into Active Merchants via the Affiliate Platform.

 

2.4 You shall not make any representations, warranties, undertakings or commitments binding Shoplazza without the prior written consent.

 

2.5 You shall not enter into any legal agreement (whether oral or written) with any Prospects on behalf of Shoplazza. 

 

2.6 You acknowledge and agree that you will be responsible for the performance of all of its obligations under the Agreement, regardless of whether it sublicenses or subcontracts any such obligations to any third party, including but not limited to any of your affiliates or subsidiaries.

 

2.7 You acknowledges and agrees that your participation in the Program, including information transmitted to or stored by Shoplazza, is governed by the Shoplazza Privacy Policy found at

https://www.shoplazza.com/privacy. 

 

2.8 You acknowledge and agree that you shall comply with the obligations set forth in Part B Additional Terms Applicable to Referral Partners of the Partner Terms with respect to your referral activities. 

 

  1. Shoplazza Rights and Obligations

 

3.1 Shoplazza, reserves the rights in its sole discretion to determine whether the referred merchant belongs to Prospect. You will be deemed to have introduced only those Active Merchants that access Shoplazza from the Affiliate Link assigned by Shoplazza. You shall not be deemed to have discovered any Prospects and shall not be entitled to receive the Fees for Prospect: 

3.1.1 who is contacted by you on or before you become an Affiliate Partner; or

3.1.2 who is contacted by Shoplazza, before being identified and introduced by you to Shoplazza; or

3.1.3 who registered a Shoplazza account independently of any referral by Affiliate Partner; or

3.1.4 who is referred to Shoplazza by another third Party; 

3.1.5 who has been the Merchant in the 1 month prior;

3.1.6 whose store opened or owned by an Affiliate Partner. 

 

3.2 Shoplazza shall pay Affiliate Partner the Fees, subject to the Qualified Referral conditions regarding Active Merchant, which entitles Affiliate Partner to receive the Fees for the Active Merchants. In respect of the Fees to be refunded and any other fees to be payable by Affiliate Partner to Shoplazza (if any) under the Agreement, Shoplazza is entitled to directly deduct them from the Fees payable to Partner.

 

3.3 Any due and accrued Fees shall be paid to Affiliate Partner until the date of termination of this Agreement shall be paid to Affiliate Partner, provided that there is no default or breach of this Agreement by Affiliate Partner. For the avoidance of doubt, if Shoplazza terminates this Agreement due to the default of Affiliate Partner, any due and accrued Fees will be canceled. 

 

3.4 Shoplazza reserves the rights in its sole discretion to refuse and accept any Prospect and to terminate any Shoplazza account of the Active Merchant. All Services provided by Shoplazza shall be governed by Shoplazza Online Service Terms (as defined below).

 

3.5 Shoplazza reserves the right to (i) demand and receive information from you about any Prospects, including but not limited to information with respect to traffic sources and methods used to acquire the Prospects, and (ii) assess the legitimacy and qualification of such Active Merchants for the purposes of determining whether the Fees is payable for such Active Merchant. Shoplazza will not be responsible to pay any Fees for an Active Merchant owned in whole or in part by an Affiliate Partner or Affiliate Partner’s employer (whether full-time, part-time, term or any other employment type relationship). 

 

  1. Fees 

 

4.1 Subject to the criteria of Qualified Referral and your compliance with this Agreement, for each Active Merchant, Shoplazza agrees to pay you the Fees at a rate of 20% of the Generated Revenue accrued in a period of one year commencing from the date that Prospects became an Active Merchant.

 

4.2 Qualified Referral refers to the following requirements that:

4.2.1 Active Merchant shall have an active paid Shoplazza account and shall have commenced payment of the subscription fees;

4.2.2 The Services used by the Active Merchant have not been canceled or terminated for any reasons prior to expiry of the subscription period;

4.2.3 Active Merchant’s subscription and payment occur prior to the termination or expiry of the Agreement; and 

4.2.4 Active Merchant shall comply with Shoplazza Terms of Service, Privacy Policy, Acceptable Use Policy, Data Processing Addendum and any other exhibits or addenda attached hereto or thereto (“Shoplazza Online Service Terms”, available at: https://www.shoplazza.com/pages/terms). 

 

4.3 Generated Revenue refers to subscription fee paid by the Active Merchant (available at published Shoplazza Plans and  Pricing Page, https://www.shoplazza.com/pricing ) ONLY, excluding but not limited to  any rebate, discount, GMV commission, refunds, issued chargebacks or any other fees that Shoplazza reasonably determine irrelevant to the subscription fee. 

 

4.4 In the event that there is any refund or rebate of paid subscription fee to be returned to Active Merchant, Affiliate Partner shall fully refund the corresponding Fees paid by Shoplazza. 

 

4.5 The calculation of the Generated Revenue and the Fees amount shall be conducted and solely determined by Shoplazza. 

 

4.6 Shoplazza may, in its sole discretion, adjust the Fees and Qualified Referral under this Agreement from time to time upon providing prior reasonable written notice to you.

 

4.7 Failure to comply with any provisions of the Agreement may result in a loss and/or reduction of Fees , which decisions shall be made by Shoplazza in Shoplazza’s sole discretion.  If you breach the Agreement or otherwise engage in any behavior which Shoplazza deems improper, in each case as determined by Shoplazza in its sole discretion, you will not receive any Fees. Shoplazza reserves the absolute right, which it may exercise at any time for any reason, without any liability to you, to cancel, reduce or reverse the Fees, modify the payment terms or suspend you from the Program. 

 

  1. Payment 

 

5.1 Shoplazza shall remit the Fees on a monthly basis and shall, prior to the 20th business day of the subsequent month, furnish a statement of the Fees, to the Affiliate Partner via the Affiliate Platform. You have the right to access this statement through the Affiliate Platform.

 

5.2 Upon receipt of the statement, Affiliate Partner shall issue invoices to Shoplazza and shall be entitled to directly withdraw the Fees from the Affiliate Platform in accordance with the amounts specified in the statement.

 

5.3 All payments of the Fees shall be made in the currency of USD. 

 

  1. Governing Law and Jurisdiction

 

This Agreement shall be governed and constructed by and interpreted in accordance with the Partner Terms.

You acknowledge and accept the following terms (the “Terms”), including Shoplazza Terms of Service, Shoplazza Privacy Policy and Shoplazza Acceptable Use Policy (collectively, the “Shoplazza Terms”), which are incorporated herein by reference, which constitute the entire agreement between you and us with respect to the purchase, provision and use of the media solution services provided by Shoplazza to you. In case of any conflict between these Terms and the Shoplazza Terms, these Terms shall prevail only within the scope of media solution services.