Affilate Program

Sho’dol Beauty Store Affiliate Program

Earn extra income by partnering with Shodol’s biggest online shopping mall!

Sho’dol, the one-stop destination shopping in Zambia,  offers you an easy way to monetize your website and apps through its affiliates program by a revenue-sharing model with up to 10% commission from each generated order. Supported with the best support team, most advanced technology with thousands of banner choices and creative materials, an easy payment cycle and short validation time makes Shodol Affiliate the #1 program in the industry.

So start earning with us now! Registration is easy and also free !

Why Sho’dol Beauty Store Affiliate Program?

• Highest commission in the industry 
• Real time performance reports 
• Tracking for mobile app transactions 
• Easy registration & instant activation 
• Best conversions on thousands of products 
• Free and advanced marketing tools 
• Professional and quick support 

Earn through your Facebook Page, Instagram Page, YouTube Channel, Website and other social media platforms by promoting products on Sho’dol Beauty Store.

Sho’dol Beauty Store Affiliate Program provides thousands of creatives for your website or mobile app which can link to millions of products across various categories from Electronics, Lifestyle to Fashion with up to 2% commission for each product sold through your ads.

Browser Scheme

Get up to 3% commissions on every successful order you drive to Shodol. With millions of products available, there’s no running out of materials to advertise!

Browser Commission Tracking

Browser transactions are tracked based on a last-click attribution. This means that the last link clicked by the customer before placing the order should be the affiliate link. A cookie which lasts for 30 days is dropped on the user’s browser to track the transaction back to the affiliate. Commission for browser transactions are based on the category of products purchased.

App Commissions Tracking

Mobile app orders are tracked using a post-click attribution. Once the affiliate link is clicked, the user device ID is tracked for 7 days. The affiliate who owns the last affiliate link clicked by the customer will receive a commission regardless of the customer clicking other channels’ links before the placement of order. Commission for mobile app transactions is based on the total amount paid by the customer in an order.

AFFILIATE TERMS AND CONDITIONS

Clause 1. Definitions and Interpretation

SHO’DOL

SHO’DOL is the owner and manager of E-Commerce Website Page, on which SHO’DOL and other third parties (marketplace sellers) are offering products/goods and/or services.

Sho’dol’s Product

The website and the application on which SHO’DOL or third parties (marketplace sellers) offer to sell, sell and distribute products/goods and/or services.

Sho’dol’s Affiliate Platform

The online Platform is provided by SHO’DOL , which enables the Affiliate to participate in the SHO’DOL Affiliate Program and provides the Affiliate with statistical and financial information via SHO’DOL’s Affiliate Platform, the Affiliate is able to find all the necessary information and materials, including: Affiliate’s performance, retrieve advertising materials, access to Affiliate’s amount of commission.

Affiliate

Entity or individual is Party B of this Agreement entitled to publish SHO’DOL’s Advertising Materials via Affiliate’s Media.

Affiliate’s Media

Affiliate’s Media means all advertising media, including but not limited to website, application and newsletter, Affiliate networks’ Sub Affiliates, their owned and brokered medias whether or not registered to the Affiliate Program by the Affiliate and approved by SHO’DOL .

Sub-Affiliates

An entity or an individual who participates in the Affiliate Program through the Affiliate.

Affiliate Program

SHO’DOL ’s affiliate program that offers to sell, sell and distribute products/goods and/or services to Customers via Hyperlinks on the Affiliate’s Media.

App

SHO’DOL ’s mobile application.

Invalid transactions

Sho’dol shall not make commission payouts on, and reserves the right to set-off or initiate chargebacks on, invalid transactions. Invalid transactions include but are not limited to:

a.fraudulent transactions: identified manually or by the means of automated fraudulent order check tools used by SHO’DOL .collusion: transactions where the Affiliate or sub-Affiliate is connected to the Seller, as per Clause 4.17c.cancelled transactionsd.returned orderse.resellers: Orders made with the intention of reselling as per Clause 4.17.f.non-Permitted traffic and sources: as per Clause 4.19.

Click

A user’s call of a hyperlink for the Affiliate Program, leading to the SHO’DOL’s Product.

Commission

The fee received by an Affiliate for delivering a sale or an agreed action excluding chargeback.

Customer

A consumer who accesses the Advertising Media of the Affiliate or the Sho’dol’s Product, and places an order.

Hyperlink

A link to the SHO’DOL’s Product in the form of the exact URL, provided via the Affiliate Program, for use by the Affiliate in the Affiliate’s Media (e.g. registered websites), that identifies the Affiliate.

Sale (also known as order or transaction)

The act of purchasing a product or service by one of SHO’DOL’s customers via the Hyperlink. Payout is based on net sales (valid sales).

SEM (Search Engine Marketing)

The acronym which means search engine marketing and includes any form of online marketing that seeks to promote websites by increasing their visibility in search engine result pages through the use of paid placement, contextual advertising or paid inclusion.

SEO (Search Engine Optimization)

The acronym which means search engine optimization and includes the process of (i) improving the volume or quality of traffic to a website or a web page from search engines via “natural” or un-paid (“organic” or “algorithmic”) search results, or (ii) realizing or creating an improved or better ranking in search engine results for a specific keyword or keywords.

Advertising Material

Including but not limited to banner, pop-up or any product information shown in equivalent forms.

Sign-Up Form

The Sign-up form that is accessible via the Affiliate Program for registration to the Affiliate Program.

View (or impression)

The number of times which an advertisement is shown on the Advertising Media.

CLAUSE 2: CONTRACT FORMATION

An agreement between SHO’DOL and the Affiliate in respect of the placement of SHO’DOL advertising materials shall be formed exclusively via SHO’DOL platform’s application procedure, in the context of which the Affiliate shall submit an application to participate in the Affiliate Program, thereby accepting the terms and conditions of this Agreement.
The Sign-Up Form together with this Agreement and the acceptance into the program will together constitute a framework agreement between SHO’DOL and the Affiliate. In the case of a conflict between the Sign-Up Form and this Agreement, this Agreement shall be the governing document.

CLAUSE 3. SCOPE OF WORK

1. Scope of work shall be the participation in the Affiliate Program and promotion for SHO’DOL by the Affiliate as an Affiliate in the context of SHO’DOL’s Affiliate Platform. To this end, SHO’DOL shall make a selection of Advertising Materials available to the Affiliate as an advertiser via the SHO’DOL’s Affiliate Platform.
2. The Affiliate shall be solely responsible for placing Advertising Materials on Affiliate’s Media registered in the SHO’DOL Affiliate Program. Subject to SHO’DOL’s rights under this Agreement or otherwise, the Affiliate shall be free to decide whether and how long to place the SHO’DOL advertising materials on the Affiliate’s Media, unless otherwise required by SHO’DOL. The Affiliate shall be entitled to remove the Advertising Materials at any time. The Affiliate is only allowed to place SHO’DOL advertising materials on the Advertising Media provided that such Advertising Media has been registered with and approved by SHO’DOL.
3. In return for the successful brokerage, the Affiliate shall receive from SHO’DOL the Commission, which shall depend on the extent and real net value of the service.
4. The Affiliate Program shall not establish any other contractual relationship between the Parties that goes beyond this Agreement.
5. The Affiliate’s own terms and conditions shall require the express written consent of SHO’DOL and shall therefore not be applicable even if SHO’DOL does not object to their validity.

CLAUSE 4: OBLIGATIONS AND COVENANTS OF THE AFFILIATE

1. The Affiliate shall be expressly prohibited from using and/or modifying the Advertising Materials and content accessed via the SHO’DOL’s Affiliate Platform other than as expressly allowed under the terms of this Contract without SHO’DOL’s prior written agreement.
2. The Affiliate shall not, without prior written consent by SHO’DOL, be allowed to use advertising e-mails (the “EDM”) to promote SHO’DOL.
   The Affiliate has to make sure that all e-mail address were generated over a double opt-in e-mail, in consideration of all necessary restrictions.
   SHO’DOL will be free of all third-party requirements in case of issues because of the mailing Affiliate. The Affiliate guarantees that they take responsibility in case of complaints concerning the e-mail. The Affiliate is not allowed to use the brand “SHO’DOL” within the e-mail address, within the URL, within the source code, and within the subject of the e-mail. The Affiliate has to make sure that it is clear that the e-mail comes from an Affiliate and not from SHO’DOL directly. The e-mail has to be approved by SHO’DOL before it is sent. The Affiliate has to compensate the costs in case of breach of third party requirements or breach of the above restrictions.
3. The Affiliate shall be responsible for the content and routine operation of the Affiliate’s Media or other relevant Affiliate Media, and shall, for the term of this Agreement, place no content on said Affiliate Media that breaches applicable law, public morals or third-party rights (“Non-Permitted Traffic and Sources”). Prohibitions shall include, but not be limited to, representations that glorify or promote hate, violence, sexual and pornographic content and illustrations, misleading statements or discriminatory content (e.g. in respect of gender, race, politics, religion, nationality or disability). Such content may neither be mentioned on the Affiliate’s Media or other relevant advertising media, nor may links be created from the Affiliate’s Media or other relevant advertising media to corresponding content on other websites.
4. The Affiliate’s Media or other relevant advertising media shall not conduct, undertake, use, perform or exercise deal, torrent or streaming activities without SHO’DOL’s prior consent.
5. The Affiliate shall be prohibited from creating and/or maintaining websites/apps that might lead to risk of confusion with the web/mobile presence of SHO’DOL. The Affiliate shall neither be allowed to mirror said presence nor to copy graphics, texts or other content from SHO’DOL website. It is strictly prohibited to crawl any of SHO’DOL’s webpages. In particular, the Affiliate shall avoid creating the impression whether publicly or privately that the Affiliate’s Website is a project of SHO’DOL or that its operator is economically linked to SHO’DOL in any way or any other relationship or affiliation between the Affiliate and SHO’DOL that goes beyond the SHO’DOL Affiliate Program and this Agreement. Any use, by the Affiliate, of materials or content from SHO’DOL web presence or its logos or brands shall require SHO’DOL prior written approval.
6. The Affiliate shall be liable, vis-à-vis SHO’DOL, for ensuring that its advertising content are neither in direct nor in indirect breach of domestic or foreign third-party property rights or other rights that do not meet any special statutory protection.
7. It is strictly prohibited to drive SEM and other keyword-based advertising traffic using the SHO’DOL brand or private labels, to SHO’DOL’s Product. In other words, “SHO’DOL” and other similar words which could be misleading as SHO’DOL must be entered as a negative keyword.
8. Advertising SHO’DOL through social media activities (including but not limited to Facebook, Pinterest, Twitter) is granted upon request and should not include any trademarks of SHO’DOL, or display misleading content (i.e. that may look like official SHO’DOL social media activities).Social media activities through Facebook platform shall be executed through a “Fan Page” only and not through a “Personal Page” in accordance with Facebook’s policy. Inclusion of hyperlinks for every social media post is required unless done in a platform where doing so would not be possible. Posting of hyperlinks through Sho’dol’s Official Facebook pages is strictly prohibited. In case of a violation, a 30% deduction will be applied to the affiliate’s next payout. Should the violation be repeated, the affiliate will be blocked from the Sho’dol Affiliate Program.
9. The Affiliate shall not set up campaigns on third party Affiliate Networks. The Affiliate is only allowed to direct its own traffic and/or its own Sub Affiliate traffic in case of networks, to the SHO’DOL‘s Product.
10. The Affiliate shall warrant that it will set cookies only if advertising material made available by the SHO’DOL Affiliate Program is in visible use on the Affiliate’s Website and the user clicks voluntarily and consciously. The use of layers, add-ons, iFrames, pop-up, pop-under, site-under, Auto-redirect advertisements which automatically redirect the user to Advertiser websites without the user’s engagement or action (e.g. click, touch), cookie dropping, postview technology, misleading advertisements that result in misleading clicks that display expected content, shall not be permitted and are strictly prohibited. In particular for Apps campaigns, advertisements that result in forced installations of Advertiser applications. For clarification purposes, forced-installation also includes the act of not asking the Users for permission before initiating a download/ redirect.
11. The use of offers, creative or brand names for any case of competition or lottery is strictly prohibited.

12. The Affiliate may promote solely vouchers that SHO’DOL has approved explicitly for affiliates or communicated by means of Affiliate newsletters. The promotion of other vouchers, including but not limited to end customer newsletters, print advertisements or customer service contacts, shall not be permitted and strictly prohibited.
13. Any breach, by the Affiliate, of its obligations stipulated in this Agreement or any other industrial property rights or copyrights of SHO’DOL shall entitle SHO’DOL to terminate this Agreement for good cause in accordance with the statutory provisions. This shall not affect any additional claims against the Affiliate to which SHO’DOL is entitled. In particular, SHO’DOL shall be entitled, vis-à-vis the Affiliate, to withhold or cease all and any services related to said Affiliate.

14. The Affiliate shall remove SHO’DOL advertising material without delay from the Affiliate’s Website if SHO’DOL requests it to do so.
15. If SHO’DOL is sued by third parties on account of the Affiliate’s breach of contractual obligations or on account of the Affiliate’s violation of a statutory provision in relation to the placement of SHO’DOL advertising material, the Affiliate shall be obliged to indemnify SHO’DOL against all third-party claims that are asserted on account of the aforementioned breaches. If, for its legal defense, SHO’DOL requires the Affiliate to provide information or explanations, the Affiliate shall be obliged to make the same available to SHO’DOL within necessary period no later than three (03) days and also to provide reasonable support to SHO’DOL in its legal defense.

16. In addition, the Affiliate shall compensate SHO’DOL for any costs resulting from a claim by third parties on account of the infringement of the aforementioned rights and/or obligations; such costs shall, for example, include lawyers’ fees, court or other dispute resolution costs, particularly costs of independent proceedings for taking evidence, damages and other disadvantages that SHO’DOL suffers thereby.
17. The Affiliate shall not purchase any Product(s) through his/her own Affiliate promotions. Also, the Affiliate shall not cause any third parties to use the Affiliate Program to purchase any Product(s) with the intention of reselling such product or for commercial use of any kind.
    Transactions are not eligible for payouts, where the Affiliate or sub-Affiliate is simultaneously owning or managing the Seller account (whether directly or not).
    For the avoidance of doubt, such transactions shall be deemed as being brought about through collusion and considered an invalid transaction per Clause 1.9.
18. The Affiliate shall not take advantage of any platform limitations. Exposing procedures which override SHO’DOL rules on purchases including, but not limited to, voucher usage and shipping fees is prohibited.
19. The Affiliate covenants that it has and will maintain all licenses, permits, approvals, registrations or the like, to perform the matters contemplated under this Agreement and that it shall carry out this Agreement in compliance with relevant law of Philippines, particularly the Law on Advertisement, its guiding legislation and legal provisions on data privacy.
20. In the event of a breach, (including sending Sho’dol invalid transactions or violating of the terms stated in this Agreement), SHO’DOL reserves the right to deem as charge back: (i) any pending payment owed to the Affiliate, (ii) the total amount of the payout for the period when the breach was found, (iii) any future payout earned by the affiliate proven to have originated from the breach or violation.

21. The Affiliate shall register each of its Sub-Affiliates with SHO’DOL. The Affiliate acknowledges that by allowing its Sub-Affiliates to participate in the Affiliate Program, the Affiliate shall procure that such Sub-Affiliate shall be bound by the terms and conditions of SHO’DOL’s Affiliate Program.In the case of a violation originated by an identified Affiliate network’s Sub Affiliate, an additional chargeback can be applied equivalent to 30% of the Sub Affiliate payout.

CLAUSE 5: SERVICES BY SHO’DOL

1. Once the Affiliate has been admitted to the SHO’DOL Affiliate Program, it shall be provided with a wide range of advertising materials, which shall be adapted at regular intervals in line with the product range and seasonal influences. The Affiliate may request individual provision of formats or newsletter templates from SHO’DOL at any time.
2. SHO’DOL shall operate its website and the services offered thereon, such as the provision of product feed, within the limits of the technical capacities available to SHO’DOL. SHO’DOL shall not be obliged, within these limits, to provide error-free and interruption-free availability of the website. The quality and correctness of the products, advertising material and csv files offered on the SHO’DOL’s Affiliate platform shall fall within the exclusive discretion of SHO’DOL.
3. All activities of the Affiliate shall be logged via the platform tracking system and made accessible to the Affiliate via the platform statistics and reports. The commission that SHO’DOL pays to the Affiliate shall be based on the brokered orders and the resulting net shopping basket value. The Commission is calculated in according to Article 7.3 and Article 8.3 of this Agreement.
4. The Affiliate shall, in the context of its participation in the platform and in accordance with the terms and conditions that the Affiliate agreed with SHO’DOL in this respect, be entitled to receive a commission from SHO’DOL in relation to net transactions that are generated, by its active promotion of SHO’DOL on the Affiliate’s Website/App, within the first session and for thirty days thereafter if the action of using the Advertising materials is leading to a net transaction and it is the last paid marketing advertorial the end-user is using.

CLAUSE 6: LIABILITY OF SHO’DOL

1. In the event of an ordinarily negligent breach of an obligation which is material to the achievement of the contractual purpose (material contractual obligation), the liability of SHO’DOL shall not exceed the total of the commissions paid or payable to the Affiliate under this Agreement in the six months immediately prior to when the event giving rise to the most recent claim of liability occurred.
2. No further liability on the part of SHO’DOL shall exist.
3. The aforementioned limitation of liability shall also apply to the personal liability of SHO’DOL employees, representatives and executive bodies.

CLAUSE 7: AFFILIATE COMMISSION FOR TRANSACTION GENERATED FROM SHO’DOL WEBSITE (NON-APP)

1. SHO’DOL agrees to pay a commission on sales generated on Sho’dol’s website, by the traffic coming from the Affiliate’s Website. In order to reward best performing affiliates, SHO’DOL has put in place a category-based commission structure for transactions generated from SHO’DOL’s Affiliate platform. The commission structure could be referred via Sho’dol Affiliate Page.
2. Affiliate Payout = [Net shopping basket value x Commission rate]
3. Net shopping basket value is defined as what the customer pays, meaning the product selling price, less checkout discount (if any).
   * Net shopping basket value = Product listing price – Voucher value – Shipping fee (if applicable)
4. The commission structure can be modified at any time by adding or reducing points of commission to selected affiliates, in order to incentivize best practices and harmonize Affiliate’s performance. Please refer Clause 12.3 for more information
5. Without prejudice to other rights or remedies available to SHO’DOL, SHO’DOL has the right to withhold, and the Affiliate agrees that it shall not be eligible for, any commission otherwise payable under this Agreement if SHO’DOL determines that the Affiliate is not in compliance with any requirement or restriction under this Agreement, including but not limited to those relating to the prohibited content in Clause 4, or if there are technical errors, such as improper link formatting, by the Affiliate.

CLAUSE 8: AFFILIATE COMMISSION FOR TRANSACTION GENERATED FROM SHO’DOL APP

1. SHO’DOL agrees to pay a commission on sales generated on SHO’DOL’s App, by the traffic coming from the Affiliate’s Website / App. SHO’DOL offers commission per net order excluding chargeback. The commission structure could be referred via Sho’dol Affiliate Page
2. The commission structure can be modified at any time by adding or reducing points of commission to selected affiliates, in order to incentivize best practices and harmonize Affiliate’s performance. Please refer to Clause 12.3 for more information.
3. Without prejudice to other rights or remedies available to SHO’DOL, SHO’DOL has the right to withhold, and the Affiliate agrees that it shall not be eligible for, any commission otherwise payable under this Agreement if SHO’DOL determines that the Affiliate is not in compliance with any requirement or restriction under this Agreement, including but not limited to those relating to the prohibited content in Clause 4, or if there are technical errors, such as improper link formatting, by the Affiliate.

CLAUSE 9: TRACKING METHODOLOGY

1. SHO’DOL and the Affiliate agree that tracking and reporting are being carried out by SHO’DOL’s Affiliate Platform by which a cookie is dropped on the user’s browser to track transaction back to each specific affiliate and by which the device ID is used to track transactions generated from SHO’DOL app.
2. SHO’DOL attributes a browser transaction to the Affiliate which is in the last position of the click chain. For mobile app campaigns, a post-click attribution is used and the order is attributed to the affiliate whose hyperlink was clicked last, regardless of clicks to other marketing channels’ links.
3. Cookie will last for 30 days for web campaigns while for mobile app campaigns, the device ID is tracked for 7 days.
4. In the event that a transaction is not tracked in the manner contemplated under Clause 9.1, 9.2 and 9.3, SHO’DOL shall have the right to track the volume of transactions attributed to the Affiliate based on SHO’DOL’s own data.

CLAUSE 10: PAYMENT

1. Affiliate can login into the SHO’DOL’s Affiliate Platform to view their accumulated commission one hour after conversions are made and a first payment check has been performed. When requested by the Affiliate and deemed necessary, a technical integration can be established between SHO’DOL’s Affiliate Platform and the Affiliate’s system. In the event of any discrepancy of data between the platform of SHO’DOL and the Affiliate, SHO’DOL’s data shall prevail. Under no circumstances will data from the Affiliate’s system be used to measure payable amount. The Affiliate shall provide Sho’dol with a substantive response (i.e. a response which is more than a holding email) on all queries that SHO’DOL may have regarding the validity of a Sale, within three (3) working days of the Affiliate’s receipt of such query. Failure to respond on such query will result in no pay-out in relation to that Sale.
2. SHO’DOL will issue monthly an invoice for all tracked, delivered and non-returned sales in the previous month for billed amount exceeding 25 USD payout (cumulative).
3. Affiliate will be paid within 30 days after SHO’DOL has issued an invoice. For Affiliates based outside Tanzania and are paid through bank transfers, an accumulated commission of 200 USD is needed for the invoice/s to be processed.
4. Payment to the Affiliate will be done once a month.
5. SHO’DOL reserves the right to withhold any amount due to the Affiliate below the minimum sum, being any amount below USD 25, and defer the payment to the next payment period (given that the accumulated amount exceeds 25 USD at the end of the next month).
6. For Partners residing outside Tanzania, SHO’DOL reserves the right to request for certification notarized and consularized by Tanzania embassy in their country of residence. If the Partner cannot provide certification, the Partner will be charged 25% – 30% withholding tax as mandated by the tax authority (25% for individuals and 30% for corporations).
7. All payment made from the SHO’DOL to the Affiliate will be in the form of direct bank transfer to the bank account provided by the Affiliate. SHO’DOL is solely responsible for all incurred financial institution processing fees, except that SHO’DOL reserves the right to deduct from the payout to the Affiliate, additional processing fees incurred due to incorrect information supplied by the Affiliate.
8. The Affiliate shall be solely responsible for payment of all taxes on its own income. If the payment is subject to withholding taxes, SHO’DOL shall deduct such from the payment, pay to the Affiliate the net amount and upon request by the Affiliate, Sho’dol shall provide the Affiliate a certificate or any equivalent document of the taxes withheld.

CLAUSE 11: ORGANISATION AND INDEPENDENCE OF THE AFFILIATE

1. SHO’DOL and the Affiliate are independent contractors, and nothing in this agreement will create any partnership, joint venture, agency, franchise or sales representative relationship between the Parties. The Seller will have no authority to make or accept any offers or representations on behalf of SHO’DOL.
2. The Affiliate shall not subcontract any of its rights or obligations under this agreement without prior written consent of SHO’DOL.

CLAUSE 12: TERMS OF AGREEMENT, AMENDMENT AND TERMINATION

1. The term of this Agreement shall be based on the duration of the Affiliate’s membership of the SHO’DOL Affiliate Program.
2. Following termination of the contract, the Affiliate shall, without being requested to do so, immediately delete the information and advertising material submitted to it. The Affiliate shall have no right of retention in this respect. The Affiliate shall, at SHO’DOL’S request, provide SHO’DOL with written confirmation of the deletion.
3. SHO’DOL reserves the right to change or alter the purposed commission structure with prior notification. In such a case, an e-mail shall be sent to the Affiliate, based on the e-mail address provided by the Affiliate through the SHO’DOL Affiliate Program. Notification shall occur at least seven (07) days prior to any change. SHO’DOL shall have no responsibility to ensure that communications about changes in the program are received by the Affiliate. In case of disagreement, the Affiliate’s sole recourse shall be to end its participation in the program.
4. SHO’DOL shall reserve the right to amend these General Terms and Conditions at any time. The Affiliate shall be informed of any changes via registered e-mail. Should the Affiliate not agree to the changes, it shall be entitled to inform SHO’DOL thereof within seven (07) days after receipt of the notification of the change. If the Affiliate does not provide such notification within this period, the changes shall be deemed to have been accepted and shall take effect at the end of the period. SHO’DOL shall, in its notification of the changes, advise the Affiliate of the importance of the two-week deadline.
5. This Agreement shall be terminated in the following circumtances:

a.Both parties agree to terminate the Agreement.b.Being required by law.c.The Affiliate has not been engaged (i.e., bringing traffic) for a period of six (06) months.d.SHO’DOL reserves the right to unilaterally terminate this Agreement at anytime with four (04) weeks prior notice to the Affiliate.e.SHO’DOL reserves the right to terminate this Agreement without any prior notice to in case the Affiliate breaches or violates any of its obligations or covenants under this Agreement.f.If there is any suspicion on cheating behaviour, SHO’DOL reserves the right to implement an investigate within seven (07) days from the date of raising suspicion and the implementation of this Agreement would be suspended. Upon expiring such term, SHO’DOL could decide either to keep engaging in the Agreement or terminate the Agreement without any prior notice. In case any cheating behaviour is found, the Affiliate is required to reimburse all expenses related to the investigation and other relevant damages therefrom within fifteen (15) days from the date of being requested.g.Other provisions in accordance with laws and this agreement.

1. The payable expenses will be counted till the date of termination notice except for the circumstances at Clause 12.5.e. and 12.5.f. as above
2. SHO’DOL reserves the right to withhold unpaid commissions for a reasonable period of time following termination to ensure that the correct amount is paid to the Affiliate, such as whether chargebacks apply.
3. Upon termination of this Agreement, all rights and obligations of the Parties will be extinguished, except for matters that expressly or by their nature are intended to survive.

CLAUSE 13: CONFIDENTIALITY

1. Confidential information shall be any information and documents belonging to the respective other Party that has been marked as confidential or can be regarded as confidential based on the circumstances. This shall include but not limited to:

a.Any marketing strategies, plans, financial information, or projections, operations, sales estimates and business plans relating to the past, present or future business activities of such party;b.Any past or present performance results, including orders and volumes;c.Any plan and strategies for expansion;d.Any products or services, customers or supplier lists;e.Any specific or technical information, invention, design, process, procedure, formula, improvement, technology or method;f.Any concepts, reports, data, know-how, works-in-progress, designs, development tools, specifications, computer software, source code, object code, follow charts, databases, inventions, information and trade secrets; andg.Any other information that should be reasonably recognized as confidential information of disclosing party. Confidential information need not be novel, unique, patentable, and copyrightable or constitute a trade secret in order to be designated Confidential Information.

1. None of the Parties has the right to reveal the confidential information to third parties in case getting written approval from the non-disclosing Party. The Affiliate shall disclose confidential information only to those employees for the purpose of implementing this Agreement, and not for any other purposes. The Affiliate shall oblige said employees to maintain secrecy in respect of the confidential information during and after their activity.
2. Notwithstanding the foregoing, the confidential information could be disclosed due to the following reasons: a.To comply with the mandatory provisions of applicable law or the rules of any recognised jurisdiction;b.The information is in the public domain, other than through a breach of this clause;c.For the purposes of any arbitration or legal proceedings arising from this Agreement; andd.To any governmental authority at their request.
3. The duty of non-disclosure shall apply for an unlimited period beyond the term of this Agreement.

CLAUSE 14: ASSIGNMENT, RIGHTS OF RETENTION, SET-OFF

1. The Affiliate may transfer claims against SHO’DOL based on this Agreement to third parties only with SHO’DOL’s written consent.
2. Neither of the Parties to the contract can have the right to transfer, assign or subcontract all or part of its rights or obligations deriving from this agreement without the written consent of the other Party. In case having a consent, all term and conditions of this Agreement will be kept unchanged except for having mutual consent.
3. Either Party to the contract may set off or exercise a right of retention only in relation to the other Party’s receivables that are uncontested or have become res judicata.

CLAUSE 15: GOVERNING LAWS AND DISPUTE SETTLEMENT

1. This Agreement shall be governed and construed under the law of Zambia without giving effect to any international and supranational (contractual) laws, particularly the UN Convention on the International Sale of Goods.
2. Any disputes arising out of or relating to the execution of this Agreement or the breach, termination, or invalidity thereof shall be attempted to be settled through good faith negotiations between the Parties during a period of up to thirty (30) days or such longer period to which the Parties may agree but not otherwise.
3. After the lapse of the period stated in the immediately preceding paragraph, the disputes arising out of or relating to the execution of this Agreement or the breach, termination, or invalidity thereof, shall be settled by arbitration in accordance with the Alternative Dispute Resolution Act of 2004 (or R.A. No. 9285). In the event that the dispute has not been resolved by arbitration within sixty (60) days of initiating said procedure or if a party elects not to undergo such procedure, either party may bring the matter to the proper courts of Lusaka City, to the exclusion of all other courts.

CLAUSE 16: FINAL PROVISIONS

1. This Agreement shall take effect from the date of signing.
2. There shall be no oral ancillary agreements to this Agreement. Amendments and addenda to the Agreement shall be in writing. This shall also apply to the amendment or rescission of this clause. Except for documents as may be provided by Sho’dol Beauty Store in accordance with Clause 12.3 and 12.4, documents provided in electronic form shall not comply with the written form requirement.
3. Any subsequent Insertion Order and other agreements entered into after the effective date shall be an integral part of this Agreement and governed by all terms and conditions herein..
4. . Should individual provisions in this Agreement be invalid or unenforceable, this shall not affect the validity of the other provisions. The Parties shall endeavor to replace the invalid or unenforceable provision with one that best meets the contractual objective in legal and economic terms. The same shall apply in the event of a lacuna.
   If this Agreement is being agreed to be a company or entity, then the person signing for and on behalf of that company or entity represents that he or she is authorized to legally bind that company or entity to this Agreement.

Should you have any queries, please do not hesitate to contact the Sho’dol Affiliate Team at the following address: info@shodol.com