Terms and ConditionsAffiliate Program Operating AgreementThis Affiliate Program Operating Agreement (the "Agreement") is made and entered into by and between Sync, where "Sync" is a trading name of SYNC MARKETING - FZCO, which is registered in United Arab Emirates (License no. 58462), Registered Office: IFZA Business Park, DDP, Premises Number 58462-001, Dubai Silicon Oasis, Dubai, United Arab Emirates, ("SYNC MARKETING - FZCO" or "we"), and you ("you" or "Affiliate"), the party submitting an application to become a SYNC MARKETING - FZCO affiliate. The terms and conditions contained in this Agreement apply to your participation with
https://sync.deals/ ("Affiliate Program"). Each Affiliate Program offer (an "Offer") may be for any offering by SYNC MARKETING - FZCO or a third party (each such third party a "Client") and may link to a specific website for that particular Offer ("Program Web Site"). Furthermore, each Offer may have additional terms and conditions on pages within the Affiliate Program and are incorporated as part of this Agreement. By submitting an application or participating in an Offer, you expressly consent to all the terms and conditions of this Agreement.
1. Enrollment in the Affiliate ProgramYou must submit an Affiliate Program application through our website. You must accurately complete the application to become an affiliate (and provide us with future updates) and not use any aliases or other means to mask your true identity or contact information. After we review your application, we will notify you of your acceptance or rejection to the Affiliate Program, generally within two (2) business days. We may accept or reject your application at our sole discretion for any reason.
2. Obligations of the PartiesSubject to our acceptance of you as an affiliate and your continued compliance with the terms and conditions of this Agreement, SYNC MARKETING - FZCO agrees as follows:- Provision of Links and Materials: We will make available to you via the Affiliate Program graphic and textual links to the Program Web Site and/or other creative materials (collectively, the "Links") which you may display on websites owned or controlled by you, in emails sent by you and clearly identified as coming from you, and in online advertisements (collectively, "Media"). The Links will serve to identify you as a member of our Affiliate Program and will establish a link from your Media to the Program Web Site.
- Commission Payments: We will pay Affiliate for each Qualified Action (the "Commission"). A "Qualified Action" means an individual person who:
- Accesses the Program Web Site via the Link, where the Link is the last link to the Program Web Site,
- Is not a computer-generated user, such as a robot, spider, computer script, or other automated, artificial, or fraudulent method to appear like an individual, real live person,
- Is not using pre-populated fields,
- Completes all of the information required for such action within the time period allowed by SYNC MARKETING - FZCO, and
- Is not later determined by SYNC MARKETING - FZCO to be fraudulent, incomplete, unqualified, or a duplicate.
- Payment Terms: We will pay you any Commissions earned monthly, provided that your account is currently greater than $100. Accounts with a balance of less than $100 will roll over to the next month and will continue to roll over monthly until $100 is reached. We reserve the right to charge back to your account any previously paid Qualified Actions that are later determined to have not met the requirements to be a Qualified Action.
- Funds Dependency: Payment for Commissions is dependent upon Clients providing such funds to SYNC MARKETING - FZCO. Therefore, you agree that SYNC MARKETING - FZCO shall only be liable to you for Commissions to the extent that SYNC MARKETING - FZCO has received such funds from the Clients. You hereby release SYNC MARKETING - FZCO from any claim for Commissions if SYNC MARKETING - FZCO has not received such funds from the Clients.
- Invoicing and Disputes: SYNC MARKETING - FZCO shall automatically generate an invoice on behalf of Affiliate for all Commissions payable under this Agreement and shall remit payment to Affiliate based upon that invoice. All tracking of Links and determinations of Qualified Actions and Commissions shall be made by SYNC MARKETING - FZCO in its sole discretion. In the event that Affiliate disputes in good faith any portion of an invoice, Affiliate must submit that dispute to SYNC MARKETING - FZCO in writing with sufficient detail within thirty (30) days of the date on the invoice. If Affiliate does not dispute the invoice as set forth herein, then Affiliate agrees that it irrevocably waives any claims based upon that invoice. In the event that Affiliate is also tracking Qualified Actions and Affiliate claims a discrepancy, Affiliate must provide SYNC MARKETING - FZCO with Affiliate's reports within three (3) days after the 30th day of the calendar month, and if SYNC MARKETING - FZCO's and Affiliate's reported statistics vary by more than 10% and SYNC MARKETING - FZCO reasonably determines that Affiliate has used generally accepted industry methods to track Qualified Actions, then SYNC MARKETING - FZCO and Affiliate agree to make a good faith effort to arrive at a reconciliation. If the parties are unable to arrive at a reconciliation, then SYNC MARKETING - FZCO's numbers shall govern.
- Outstanding Balances: If Affiliate has an outstanding balance due to SYNC MARKETING - FZCO under this Agreement or any other agreement between the Affiliate and SYNC MARKETING - FZCO, whether or not related to the Affiliate Program, Affiliate agrees that SYNC MARKETING - FZCO may offset any such amounts due to SYNC MARKETING - FZCO from amounts payable to Affiliate under this Agreement.
3. Affiliate ResponsibilitiesAffiliate also agrees to:
- Have sole responsibility for the development, operation, and maintenance of, and all content on or linked to, your Media.
- Ensure that all materials posted on your Media or otherwise used in connection with the Affiliate Program:
- Are not illegal,
- Do not infringe upon the intellectual property or personal rights of any third party, and
- Do not contain or link to any material which is harmful, threatening, defamatory, obscene, sexually explicit, harassing, promotes violence, promotes discrimination (whether based on sex, religion, race, ethnicity, nationality, disability, or age), promotes illegal activities (such as gambling), contains profanity, or otherwise contains materials that SYNC MARKETING - FZCO considers objectionable (collectively, "Objectionable Content").
- Not make any representations, warranties, or other statements concerning SYNC MARKETING - FZCO or Client or any of their respective products or services, except as expressly authorized herein.
- Ensure that your Media does not copy or resemble the look and feel of the Program Web Site or create the impression that your Media is endorsed by SYNC MARKETING - FZCO or Clients or is part of the Program Web Site, without prior written permission from us.
- Comply with all (i) obligations, requirements, and restrictions under this Agreement and (ii) laws, rules, and regulations as they relate to your business, your Media, or your use of the Links.
- Comply with the terms, conditions, guidelines, and policies of any third-party services used by Affiliate in connection with the Affiliate Program, including but not limited to, email providers, social networking services, and ad networks.
- Always prominently post and make available to end-users, including prior to the collection of any personally identifiable information, a privacy policy in compliance with all applicable laws that clearly and thoroughly discloses all information collection, use, and sharing practices, including providing for the collection of such personally identifiable information in connection with the Affiliate Program and the provision of such personally identifiable information to SYNC MARKETING - FZCO and Clients for use as intended by SYNC MARKETING - FZCO and Clients.
- Always prominently post and make available to end-users any terms and conditions in connection with the Offer set forth by SYNC MARKETING - FZCO or Client, or as required by applicable laws regarding such Offers.
- Ensure not to place SYNC MARKETING - FZCO ads on any online auction platform (i.e., eBay, Amazon, etc.).
4. Additional Program-Specific TermsThe following additional program-specific terms shall apply to any promotional programs set forth below:
- Email Campaigns: For all email campaigns, Affiliate must download the "Suppression List" from the Offers section of SYNC MARKETING - FZCO. Affiliate shall filter its email list by removing any entries appearing on the Suppression List and will only send emails to the remaining addresses on its email list. SYNC MARKETING - FZCO will provide an opt-out method in all Links. However, if any opt-out requests come directly to Affiliate, Affiliate shall immediately forward them to SYNC MARKETING - FZCO at [email protected]. Affiliate's emails containing the Links may not include any content other than the Links, except as required by applicable law.
Affiliate agrees that failure to download the Suppression List and remove all emails from the database before mailing may result in Commission withholdings, removal or suspension from all or part of the Affiliate Program, possible legal action, and any other rights or remedies available to SYNC MARKETING - FZCO pursuant to this Agreement or otherwise. Affiliate further agrees that it will not mail or market to any suppression files generated through the SYNC MARKETING - FZCO network, and that doing so may result in Commission withholdings, removal or suspension from the Affiliate Program, possible legal action, and any other rights or remedies available to SYNC MARKETING - FZCO pursuant to this Agreement or otherwise.
- Advertising Campaigns: No Links can appear to be associated with or be positioned on chat rooms or bulletin boards unless otherwise agreed by SYNC MARKETING - FZCO in writing. Any pop-ups/unders used for the Affiliate Program shall be clearly identified as Affiliate served in the title bar of the window, and any client-side ad serving software used by Affiliate shall only have been installed on an end-user's computer if the function of the software is clearly disclosed to end-users prior to installation, the installation is pursuant to an affirmatively accepted and plain-English end user license agreement, and the software can be easily removed according to generally accepted methods.
- Affiliate Network Campaigns: For all Affiliates that maintain their own affiliate networks, Affiliate agrees to place the Links in its affiliate network (the "Network") for access and use by those affiliates in Affiliate's Network (each a "Third Party Affiliate"). Affiliate agrees that it will expressly forbid any Third Party Affiliate to modify the Links in any way. Affiliate agrees to maintain its Network according to the highest industry standards. Affiliate shall not permit any party to be a Third Party Affiliate whose website or business model involves content containing Objectionable Content. All Third Party Affiliates must be in good standing with Affiliate. Affiliate must require and confirm that all Third Party Affiliates affirmatively accept, through verifiable means, this Agreement prior to obtaining access to the Links. Affiliate shall promptly terminate any Third Party Affiliate who takes, or could reasonably be expected to take, any action that violates the terms and conditions of this Agreement. In the event that either party suspects any wrongdoing by a Third Party Affiliate with respect to the Links, Affiliate shall promptly disclose to SYNC MARKETING - FZCO the identity and contact information for such Third Party Affiliate. Affiliate shall promptly remove any Third Party Affiliate from the Affiliate Program and terminate their access to future Offers of SYNC MARKETING - FZCO in the Network upon written notice from SYNC MARKETING - FZCO. Unless SYNC MARKETING - FZCO has been provided with all truthful and complete contact information for a Third Party Affiliate and such Third Party Affiliate has affirmatively accepted this Agreement as recorded by SYNC MARKETING - FZCO, Affiliate shall remain liable for all acts or omissions of any Third Party Affiliate.
5. ConfidentialityExcept as otherwise provided in this Agreement or with the consent of SYNC MARKETING - FZCO, you agree that all information, including, without limitation, the terms of this Agreement, business and financial information, customer and vendor lists, and pricing and sales information, concerning us or any of our affiliates provided by or on behalf of any of them shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by you for any purpose other than your participation in the Affiliate Program, except and solely to the extent that any such information is generally known or available to the public through a source other than you. Affiliate shall not use any information obtained from the Affiliate Program to develop, enhance, or operate a service that competes with the Affiliate Program, or assist another party to do the same.
6. Limited License & Intellectual PropertyWe grant you a nonexclusive, nontransferable, revocable right to use the Links and to access our website through the Links solely in accordance with the terms of this Agreement, for the sole purpose of identifying your Media as a participant in the Affiliate Program and assisting in increasing sales through the Program Web Site.
You may not alter, modify, manipulate, or create derivative works of the Links or any SYNC MARKETING - FZCO graphics, creative, copy, or other materials owned by, or licensed to, SYNC MARKETING - FZCO in any way. You are only entitled to use the Links to the extent that you are a member in good standing of the Affiliate Program. We may revoke your license anytime by giving you written notice. Except as expressly stated herein, nothing in this Agreement is intended to grant you any rights to any of SYNC MARKETING - FZCO's trademarks, service marks, copyrights, patents, or trade secrets. You agree that SYNC MARKETING - FZCO may use any suggestion, comment, or recommendation you choose to provide to SYNC MARKETING - FZCO without compensation. All rights not expressly granted in this Agreement are reserved by SYNC MARKETING - FZCO.
7. TerminationThis Agreement shall commence on the date of our approval of your Affiliate Program application and shall continue thereafter until terminated as provided herein. You may terminate your participation in the Affiliate Program at any time by removing all Links from your Media and deleting all copies of the Links. We may terminate your participation in one or more Offers or this Agreement at any time and for any reason which we deem appropriate with or without prior notice to you by disabling the Links or providing you with a written notice. Upon termination of your participation in one or more Offers or this Agreement for any reason, you will immediately cease all use of and delete all Links, plus all SYNC MARKETING - FZCO or Client intellectual property, and will cease representing yourself as a SYNC MARKETING - FZCO or Client affiliate for such one or more Offers. All rights to validly accrued payments, causes of action, and any provisions which by their terms are intended to survive termination shall survive any termination.
8. RemediesIn addition to any other rights and remedies available to us under this Agreement, SYNC MARKETING - FZCO reserves the right to delete any actions submitted through your Links and withhold and freeze any unpaid Commissions or charge back paid Commissions to your account if:
- SYNC MARKETING - FZCO determines that you have violated this Agreement,
- SYNC MARKETING - FZCO receives any complaints about your participation in the Affiliate Program which SYNC MARKETING - FZCO reasonably believes to violate this Agreement, or
- Any Qualified Action is later determined to have not met the requirements set forth in this Agreement or on the Affiliate Program.
Such withholding or freezing of Commissions, or chargebacks for paid Commissions, shall be without regard as to whether or not such Commissions were earned as a result of such breach. In the event of a material breach of this Agreement, SYNC MARKETING - FZCO reserves the right to disclose your identity and contact information to appropriate law enforcement or regulatory authorities or any third party that has been directly damaged by your actions.
9. Anti-Spam PolicyYou must strictly comply with the federal CAN-SPAM Act of 2003 (the "Act"). All emails sent in connection with the Affiliate Program must include the appropriate party's opt-out link. From time to time, we may request—prior to your sending emails containing links or referencing the Affiliate Program—that you submit the final version of your email to SYNC MARKETING - FZCO for approval by sending it to your SYNC MARKETING - FZCO representative. Upon receiving written approval from SYNC MARKETING - FZCO of your email, the email may be transmitted to third parties.
It is solely your obligation to ensure that the email complies with the Act. You agree not to rely upon SYNC MARKETING - FZCO's approval of your email for compliance with the Act or assert any claim that you are in compliance with the Act based upon SYNC MARKETING - FZCO's approval.
10. FraudYou are expressly prohibited from using any persons, means, devices, or arrangements to commit fraud, violate any applicable law, interfere with other affiliates, falsify information in connection with referrals through the Links, the generation of Commissions, or exceed your permitted access to the Affiliate Program. Such acts include, but are not limited to, using automated means to increase the number of clicks through the Links or completion of any required information, using spyware, using stealware, cookie-stuffing, and other deceptive acts or click-fraud. SYNC MARKETING - FZCO shall make all determinations about fraudulent activity in its sole discretion.
11. Representations and WarrantiesYou hereby represent and warrant that this Agreement constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms, and that you have the authority to enter into this Agreement. Subject to the other terms and conditions of this Agreement, SYNC MARKETING - FZCO represents and warrants that it shall not knowingly violate any law, rule, or regulation which is applicable to SYNC MARKETING - FZCO's own business operations or SYNC MARKETING - FZCO's proprietary products or services.
12. ModificationsIn addition to any notice permitted to be given under this Agreement, we may modify any of the terms and conditions of this Agreement at any time by providing you with a notification by email. The changes will become effective ten (10) business days after such notice. If the modifications are unacceptable to you, you may terminate this Agreement without penalty solely on the account of such termination within such ten (10) business day period. Your continued participation in this Affiliate Program ten (10) business days after a change notice has been posted will constitute your acceptance of such change. In addition, SYNC MARKETING - FZCO may change, suspend, or discontinue any aspect of an Offer or Link or remove, alter, or modify any tags, text, graphic, or banner ad in connection with a Link. Affiliate agrees to promptly implement any request from SYNC MARKETING - FZCO to remove, alter, or modify any Link, graphic, or banner ad that is being used by Affiliate as part of the Affiliate Program.
13. Independent InvestigationYou acknowledge that you have read this Agreement and agree to all its terms and conditions. You have independently evaluated the desirability of participating in the Affiliate Program and each Offer and are not relying on any representation, guarantee, or statement other than as set forth in this Agreement or on the Affiliate Program.
14. Mutual IndemnificationAffiliate Indemnification: Affiliate hereby agrees to indemnify, defend, and hold harmless SYNC MARKETING - FZCO and Clients and their respective subsidiaries, affiliates, partners, and licensors, directors, officers, employees, owners, and agents against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and costs) based on:
- Any failure or breach of this Agreement, including any representation, warranty, covenant, restriction, or obligation made by Affiliate herein,
- Any misuse by Affiliate, or by a party under the reasonable control of Affiliate or obtaining access through Affiliate, of the Links, Offers, or SYNC MARKETING - FZCO or Client intellectual property, or
- Any claim related to your Media, including but not limited to, the content contained on such Media (except for the Links).
SYNC MARKETING - FZCO Indemnification: SYNC MARKETING - FZCO hereby agrees to indemnify, defend, and hold harmless Affiliate and its subsidiaries, affiliates, partners, and their respective directors, officers, employees, owners, and agents against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and costs) based on a claim that SYNC MARKETING - FZCO is not authorized to provide you with the Links.
15. DisclaimersTHE AFFILIATE PROGRAM AND LINKS, AND THE PRODUCTS AND SERVICES PROVIDED IN CONNECTION THEREWITH, ARE PROVIDED TO AFFILIATE "AS IS". EXCEPT AS EXPRESSLY SET FORTH HEREIN, SYNC MARKETING - FZCO EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. SYNC MARKETING - FZCO DOES NOT WARRANT THAT THE AFFILIATE PROGRAM OR LINKS WILL MEET AFFILIATE'S SPECIFIC REQUIREMENTS OR THAT THE OPERATION OF THE AFFILIATE PROGRAM OR LINKS WILL BE COMPLETELY ERROR-FREE OR UNINTERRUPTED. SYNC MARKETING - FZCO EXPRESSLY DISCLAIMS ANY LIABILITY FOR ANY ACT OR OMISSION OF A CLIENT OR THEIR PRODUCTS OR SERVICES. SYNC MARKETING - FZCO DOES NOT GUARANTEE THAT AFFILIATE WILL EARN ANY SPECIFIC AMOUNT OF COMMISSIONS.
16. Limitation of LiabilityIN NO EVENT SHALL SYNC MARKETING - FZCO BE LIABLE FOR ANY UNAVAILABILITY OR INOPERABILITY OF THE LINKS, PROGRAM WEB SITES, TECHNICAL MALFUNCTION, COMPUTER ERROR, CORRUPTION OR LOSS OF INFORMATION, OR OTHER INJURY, DAMAGE, OR DISRUPTION OF ANY KIND BEYOND THE REASONABLE CONTROL OF SYNC MARKETING - FZCO. IN NO EVENT WILL SYNC MARKETING - FZCO BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PERSONAL INJURY/WRONGFUL DEATH, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS OR LOSS OF BUSINESS OPPORTUNITY, EVEN IF SUCH DAMAGES ARE FORESEEABLE AND WHETHER OR NOT SYNC MARKETING - FZCO HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. SYNC MARKETING - FZCO'S CUMULATIVE LIABILITY TO AFFILIATE, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO AND WILL NOT EXCEED THE AMOUNTS PAID TO AFFILIATE BY SYNC MARKETING - FZCO IN COMMISSIONS DURING THE SIX (6) MONTHS IMMEDIATELY PRIOR TO SUCH CLAIM.
17. Governing Law & MiscellaneousGoverning Law: This Agreement shall be governed by and construed in accordance with the laws of the United Arab Emirates, without regard to its conflict of law principles.
Attorney Fees: Affiliate shall be responsible for the payment of all attorneys' fees and expenses incurred by SYNC MARKETING - FZCO to enforce the terms of this Agreement.
Entire Agreement: This Agreement contains the entire agreement between SYNC MARKETING - FZCO and Affiliate with respect to the subject matter hereof and supersedes all prior and/or contemporaneous agreements or understandings, written or oral. Affiliate agrees that SYNC MARKETING - FZCO shall not be subject to or bound by any Affiliate insertion order or online terms and conditions that amend, conflict with, or supplement this Agreement, regardless of whether SYNC MARKETING - FZCO "clicks through" or otherwise indicates its acceptance thereof.
Assignment: Affiliate may not assign all or any part of this Agreement without SYNC MARKETING - FZCO's prior written consent. SYNC MARKETING - FZCO may assign this Agreement at any time with notice to Affiliate. This Agreement will be binding on and shall inure to the benefit of the legal representatives, successors, and valid assigns of the parties hereto.
Survival: The provisions of Sections 3, 4(b), 6, 7, 8, 12-15, and any accrued payment obligations shall survive the termination of this Agreement.
Modifications: Except as set forth in the "Modifications" section above, this Agreement may not be modified without the prior written consent of both parties.
Severability: If any provision of this Agreement is held to be void, invalid, or inoperative, the remaining provisions of this Agreement shall continue in effect, and the invalid portion of any provision shall be deemed modified to the least degree necessary to remedy such invalidity while retaining the original intent of the parties.
Independent Contractor: Each party to this Agreement is an independent contractor in relation to the other party with respect to all matters arising under this Agreement. Nothing herein shall be deemed to establish a partnership, joint venture, association, or employment relationship between the parties.
Waiver: No course of dealing nor any delay in exercising any rights hereunder shall operate as a waiver of any such rights. No waiver of any default or breach shall be deemed a continuing waiver or a waiver of any other breach or default.
18. AcceptanceBy submitting an application to the Affiliate Program, you affirm and acknowledge that you have read this Agreement in its entirety and agree to be bound by all of its terms and conditions. If you do not wish to be bound by this Agreement, you should not submit an application to the Affiliate Program. If an individual is accessing this Agreement on behalf of a business entity, by doing so, such individual represents that they have the legal capacity and authority to bind such business entity to this Agreement.
Effective Date: This Agreement was last revised on 17-02-2025.
By participating in the Affiliate Program, you agree to abide by all the terms and conditions outlined in this Agreement.