Buyer, Creatives and Affiliate Agreement
Welcome to The Excellon! The Excellon provides the premium online marketplace for the hosting, advertisement, marketing and sales for high quality digital products. The Excellon provides the marketplace where only high quality products will be sold.
This is a legal agreement between you and The Excellon which is a trademark of Million Sales Hero Initiative.
This agreement defines the terms of your participation as a buyer or registered Creative/affiliate in the The Excellon marketplace.
Please read the The Excellon agreement (“agreement”) before activating your account. By registering as a Creative/affiliate on the The Excellon marketplace and clicking “agree,” you are agreeing to be bound by all terms of this agreement. If you do not agree to each of the terms of this agreement, you are not eligible to register or to become a Creative/affiliate on the The Excellon marketplace and you may not buy any product from the The Excellon marketplace, or provide any products for sale via the The Excellon marketplace or earn commissions for promoting products in the marketplace.
This agreement may be amended at any time by The Excellon posting a revised version on our website. You agree that the revised version will be effective at the time we post it. If the revised version includes any substantial changes, we will provide notice on our website at least thirty (30) days prior to implementing the substantial change.
1. Buyer benefits.
Marketplace Access: As a buyer, you will enjoy the ease of use and convenience of The Excellon’s high-quality product marketplace. Your purchases are backed by The Excellon 30-Day money back guarantee. This refund guarantee also depends on the product Creative’s desired settings for that particular product. In the case where a particular product is not covered by a Money back guarantee, The Excellon will notify the potential buyer by putting a message on the sales/order page of the product.
1a) Creative/Affiliate benefits.
Marketplace Access: As a Creative/affiliate, you will be able to experience the unparalleled advantages, convenience, and ease of the The Excellon’s comprehensive marketing, hosting, advertising, sales and tracking (“marketplace”) for yourself, your affiliates and your customers.
Services: The Excellon may also offer other services (“services”), as described more fully herein and on the The Excellon website or Creative web pages (collectively, the “site”), some of which are optional and/or may require additional payment. Services may include, but are not limited to, advertisement services (including e.g. featured listings and market “bumps”), enhanced marketing services (e.g. split testing, tracking and reporting), enhanced product placement, and more. The Excellon reserves the right in its sole discretion to add, delete, change, suspend or discontinue providing the marketplace, services, and/or site to you at any time, and may impose limits on certain features and materials offered or restrict your access to parts or all of marketplace, services, and/or site without notice or liability.
Other benefits: The Excellon may offer certain other benefits. As a Creative/affiliate you may have the opportunity to attend live events, conferences, seminars, technical workshops, and/or other events (including online or on-air broadcasts of such events, or recordings thereof) (“The Excellon events”).
The Excellon events may be free or paid admission, open to the public or restricted to Creatives/affiliates. The Excellon will endeavor, at its discretion, to provide discounted admissions, special sessions, opportunities to speak, or other options to Creatives/affiliates. So, basically some of the The Excellon features, benefits and services are free, while others might require an extra fee, and The Excellon may offer, remove or change them at any time.
2. Using The Excellon
You understand and agree that The Excellon and the The Excellon marketplace are private communities, and The Excellon reserves the right to provide service or refuse service to any buyer or user, or to accept or reject Creatives/affiliates on any basis, in its sole discretion.
a. Becoming a User/Buyer
Anyone may generally purchase products from The Excellon subject to these terms and conditions. Valid email addresses and phone numbers will be required for purchases. The Excellon reserves the right to refuse service to any person who, in The Excellon’s sole judgment, seeks refunds without justification or with a high frequency (“serial refunders”). Buyers who repeatedly or consistently seek refunds on many products purchased, particularly where those products have been reviewed and received good ratings may be deemed a serial refunder and refused further service. Any refunds outstanding will be provided and thereafter service will be refused to the account holder. In addition, The Excellon provides a simple means of requesting refunds within the allowed money-back window for the purchased product. If a buyer refuses to follow The Excellon’s approved procedures and the agreed-upon refund period for refunds, The Excellon reserves the right to ban the buyer for life from future use of The Excellon or the The Excellon marketplace as a buyer, Creative or affiliate and such none compliance shall be treated as waiver. In the case where a particular product is not covered by a Money back guarantee, The Excellon will notify the potential buyer by putting a message on the sales/order page of the product.
b. Becoming a Creative/Affiliate
You understand that The Excellon and the The Excellon marketplace are private communities, and The Excellon reserves the right to accept or reject Creatives/affiliates on any basis, in its sole discretion. To be eligible to become a Creative/affiliate on the The Excellon marketplace, you must complete an application to register and pay the required registration/signup fees. We will require you provide us with details sufficient for The Excellon to determine if you qualify to be a Creative/affiliate, and if you are acceptable. To qualify, you must be at least 18 years old, and you must provide your real name and current/accurate and verifiable contact information. You must not have been banned or refused service from The Excellon previously or The Excellon reserves the right to reject your application.
You understand and agree to provide only truthful information and to keep such information current at all times. If the information you provide to The Excellon is inaccurate, it may result in delays in processing your application, and could result in The Excellon not being able to pay you. If the information you provide is not truthful or cannot be verified, your application will be rejected. The Excellon has the right to refuse and/or cancel any new application or existing account for any reason in its sole discretion and for no reason. Where it is discovered that misleading or inaccurate information is provided, in addition to what this clause already provided, The Excellon shall not be liable for any action of the Creative/affiliate and reserves the right to seek appropriate legal redress.
Getting approved as an affiliate:
Prior to being able to earn a commission on any particular product, you must agree to these terms and conditions plus (in some cases), you must be accepted by the Creative before you can promote the product or earn any commission from your promotions so, basically you must fill in your The Excellon application and profile form with truthful and complete information and also pay the required registration fee to sign up as a Creative/affiliate on The Excellon, and The Excellon has the right to refuse and/or cancel any member account in its sole discretion any misinformation or inaccurate information shall be sufficient reason to deny you of any commission earned. .
3. Creatives: Selling your products
Content: As a Creative hereunder, you may submit one or more products for sale (“products”) via the The Excellon marketplace. The products may include any form of digital content (written, audio, video, etc.) (“Content”) as is appropriate for your products. All digital products and content must be suitable for digital delivery.
The Excellon acts as a reseller for the Creatives’ products. That means that buyers are technically buying from The Excellon and not directly from the Creative. You will however retain all rights and liabilities to your products except as provided herein.
You understand that The Excellon will review your products or content for completeness, accuracy, quality, marketability, or the like, so it’s your responsibility as a Creative to submit products with complete, accurate and quality contents that match truthfully what’s advertised in your sales page, or else The Excellon might remove them from the marketplace.
The Excellon reserves the right to reject any product(s) for any reason or no reason at any time in its sole discretion. Moreover, it is to your great advantage to ensure the quality of your product(s). Each product will be subject to reviews and/or ratings from purchasers, which will be available and/or prominently displayed to potential buyers of your product(s) in the market place.
(i) Allowed product(s):
The Excellon does not allow, and you agree not to, submit any product(s) or content that are pornographic or offensive in nature, or which pertain to pyramid schemes, multi-level marketing (mlm) or any illegal activity, or which contains any illegal material including but not limited to material that violates another’s copyrights or trademarks, trade dress, trade secrets, right of publicity, privacy or other rights, including moral rights or rights of attribution. The Excellon shall use its unfettered discretion and expressly reserves the right to remove any such products, content or material from the marketplace, without notice and without compensation to you. You agree that any advertising or other fees paid in connection with products, content, or other material that is removed from the marketplace will not be refunded. You further agree that you remain fully responsible for any damages to The Excellon and to its customers that result from your submission to, or inclusion of such products, content, or material in the marketplace.
To be included in the The Excellon marketplace, your products must be original. Private label rights (“plr”) that you have obtained cannot be the basis of a product. Plr material can be offered, for example, as a free bonus distributed alongside a product, but not as the product itself. The Excellon reserves the right to refuse to accept any product or to remove any product that it deems to lack sufficient originality. You must have all required rights, including copyrights to all content in your product(s) to allow The Excellon to sell the product. The foregoing requirement includes all content within the product(s), for example cover images, as well as any music, including background music in recorded audio or video products. In addition to the other licenses granted herein, you also grant The Excellon a limited license to resell your products, and process all payments in connection therewith. The Excellon shall pay you in accordance with the payment provisions herein. Where you fail to ensure compliance with any of the above the failure of The Excellon to request at the time of submission shall not limit your liability in anyway.
(ii) Pricing of Product(s):
Creatives and only Creatives may set the price (“sales price”) of their own products within the limits established by The Excellon for minimum and/or maximum prices (“price limits”). As a Creative, you agree not to attempt to price any product submitted to the marketplace outside of then current price limits in place at the time of submitting the product to the The Excellon marketplace. The Excellon will post its current price limits prominently on the site. Currently, the “lower price limit” is N5000 and the “upper price limit” is N500,000 for any product offered for sale in the marketplace. However, The Excellon expressly reserves the right to set the “upper price limit” for the marketplace as a whole, or on a per Creative basis. Creatives with marketplace track records of greater merit (including, e.g., lower refund rates, better purchaser reviews, higher ratings, longevity, etc.) may be afforded greater latitude in pricing their products, at The Excellon’s discretion. You understand that as a Creative you are subject to the foregoing price limits unless you have been expressly notified in writing from The Excellon. The Excellon will review each petition for a price limit raise on a case by case basis, and may accept or decline the petition in its sole discretion.
Notwithstanding the foregoing price limits, The Excellon also reserves the right to raise the upper price limit on a per product basis (i.e. for a particular product from a specific Creative) based on The Excellon’s direct review (“price review”) which may include consideration of the Creative’s history in the marketplace, reputation in the industry, the product itself, the proposed price, market conditions, current terms and relationships with payment processors, gateways, and such other factors as The Excellon chooses. After such price review, The Excellon’s decision as to whether to raise the upper price limit in any instance shall be final and made in its sole discretion. If The Excellon chooses not to raise the price limit for a given product, Creative agrees that the product shall be offered in the marketplace at a sales price below the upper price limit. The Excellon may charge a “review request fee” or may allow each Creative to request a set number of such price reviews at no cost, and may charge a review request fee for any additional price reviews requested by that Creative.
As a Creative, you understand and agree not to offer the same product listed on the The Excellon marketplace for a different price somewhere else. This includes your website. In situations where the Creative has to alter the price of a particular product listed on the The Excellon marketplace on the Creative’s website, the Creative must inform The Excellon to update the price on the The Excellon website as well.
The Excellon reserves the right to suspend a Creative’s product if there are differences in price listed on the Creative’s website versus what is listed on The Excellon
The Excellon may terminate any Creative who violates this provision repeatedly and the Creative shall be solely responsible for any liability that may result from such.
The products must be original and the Creative must hold all required copyrights of the product(s) and content to allow The Excellon to sell the product(s). The product(s) must not relate to any of our forbidden niches (pornography, gambling, pyramid schemes, etc).
Creatives warrant and represent that;
They have the right and full authority to enter into this Agreement with The Excellon.
All their obligations under this Agreement are legal, valid and binding obligations enforceable in law.
There are no proceedings pending, which may have a material adverse effect on their ability to perform and meet their obligations under this Agreement;
That they are an authorized business establishment and hold all the requisite permissions, authorities, approvals and sanctions to conduct their business and to enter into an arrangement with the The Excellon.
They shall at all times ensure compliance with all the requirements applicable to their business and for the purposes of this arrangement including but not limited to Intellectual Property Rights, Trade Mark and any other third party and that it has not violated/ infringed any intellectual property rights of any third party.
That they shall provide The Excellon with copies of any document required by The Excellon for the purposes of this performance of its obligations under this arrangement within 24 hours of getting a written notice.
That the complete product responsibility and liability shall solely vest with Creative and that the Creative shall be solely responsible to the customer for the sale of the Product by Creative including but not limited to its delivery to the Customer and that Creative shall not raise any claim on The Excellon in this regard.
Creative agrees and undertakes not to upload any text, images, graphics (for description and display of product on the online store) that is vulgar, obnoxious, inaccurate, false, incorrect, misleading, intimidating, against the public policy.
The Creative indemnifies and shall hold indemnified The Excellon, its directors, officers, employees, representatives, agents from and against all losses, damages, claims, suits, legal proceedings and otherwise howsoever arising from or in connection with any claim including but not limited to claim for any infringement of any intellectual property rights or any other rights of any third party or of law, concerning quality, quantity and any claim in relation to the Creative’s product, the breach of any of the Creative’s warranties, representations or undertakings or in relation to the non-fulfillment of any of its obligations under this Agreement or arising out of the Creative infringing any applicable laws. For the purpose of this clause reference to The Excellon shall also include the Mobile Operators and such other agencies through whom Expertnare shall make the Online Store available to the Customers.
The Company agrees to indemnify and to keep indemnified the Creative in respect of all claims losses and expenses (including the cost of litigation if any) arising out of any breach or default part of The Excellon to perform its obligations under this Agreement.
This article shall survive the termination or expiration of this Agreement
The Excellon shall under no circumstances be liable or responsible for any loss, injury or damage to the Creative, or any other party whomsoever, arising on account of any transaction under this Agreement or as a result of the Products being in any way defective, in unfit condition, infringing/ violating any laws / regulations / intellectual property rights of any third party.
Creative agrees and acknowledges that Creative shall be solely liable for any claims, damages, allegation arising out of the Products offered for sale through The Excellon online store (including but not limited to quality, quantity, price, merchantability, use for a particular purpose, or any other related claim) and shall hold the Company harmless and indemnified against all such claims and damages.
Further The Excellon shall not be liable for any claims, damages arising out of any negligence, misconduct or misrepresentation by the Creative or any of its representatives.
The Creative hereby agrees, confirms and acknowledges that the Product is owned by the Creative and that The Excellon is merely a facilitator for sale of the Creative’s Product, hence The Excellon is not responsible/ liable for the Product, its design, its function and condition manufacturing and selling and financial obligations, warranties, guarantees whatsoever.
4. Affiliates: promoting products for a commission
As an affiliate in the The Excellon marketplace, you will have the opportunity to promote and make commissions on a wide variety of digital products offered via the state of the art The Excellon marketplace. As described above, products offered through the The Excellon marketplace are provided by our Creatives for sale by The Excellon.
You evaluate and choose which product(s) to promote:
As an affiliate, you are solely responsible for evaluating and selecting the Creatives and product(s) you would like to market or advertise. The Excellon endeavors to maintain the highest quality in the marketplace through its unique review system. Unlike other marketplaces where products are not reviewed and left to guess work.
However, you should understand and agree that The Excellon is not responsible for the contents, accuracy, quality, usefulness, or any other aspects of any product, or any supplementary products.
You understand and agree that you are solely responsible for any costs associated with marketing, advertising, or mailing, including any marketing materials you choose to develop, regardless of whether your marketing or advertising efforts results in sales or not. Moreover, The Excellon does not provide any legal advice or review of your advertisements and you are solely responsible for the content of your marketing and advertising efforts and any liability resulting therefrom.
Use only respectful promotion practices:
You agree that you will not use any marketing or advertising materials which contain any illegal material including but not limited to material that violates another’s copyrights or trademarks, trade dress, trade secrets, right of publicity, privacy or other rights, including moral rights or rights of attribution, or which are defamatory.
Moreover, you agree that your advertisements and/or promotions will accurately represent the product(s), without hyping or exaggerating the contents, benefits or features. You must represent the product(s) in a truthful manner.
You further agree that, in connection with products in the The Excellon marketplace, you will not use any marketing or advertising methods that include illegal methods including unsolicited email or sms, false or misleading advertisements or any advertisement which makes any claim that is not permitted about earnings or other aspects of a product, or other violates any law or regulation.
You understand and agree that your marketing and advertising efforts shall not state or suggest that you are in fact The Excellon, or representing The Excellon or endorsed by The Excellon in any way or that you are the owner of the product as this will be treated as impersonation. Your marketing and advertising will not contain or utilize the The Excellon content (as defined herein) except as expressly permitted.
You understand and agree that you will not personalize the Creative of the product you are promoting in any way through your marketing and advertising or suggest that you are the Creative. If you are found to mislead people by using the name(s) of the Creative as your own, it may result in The Excellon terminating your affiliate account and seizing any commissions you have in your affiliate balance without any warning whatsoever.
The Excellon does not allow and you agree not to promote, market, or advertise any products or utilizing advertisements that are pornographic in nature, pyramid schemes, multi-level marketing (mlm). You may not combine your advertising for products on the The Excellon marketplace with advertising for any such non-permitted products (including products not on the The Excellon marketplace).
The Excellon does not permit and you agree not to tailor or direct any marketing or advertising for any product to children under the age of 18.
You agree not to state, or imply any guarantee or warranty about the product or a refund period other than what is expressly provided through the The Excellon marketplace. Marketing or advertising that provides, states, or implies any additional guarantee or warranty is expressly prohibited. The Excellon may terminate any affiliate who violates this provision and the affiliate shall be solely responsible for any liability that may result from such representation.
You understand that The Excellon will use commercially reasonable efforts to track purchases so as to accurately account for affiliate commissions. Tracking codes, cookies, and/or similar technological means will be used where appropriate. When a potential purchaser views and/or responds to your advertisement, which includes your The Excellon affiliate information, any resulting sale will be credited to your account. The Excellon does not permit and you agree not to use any click jacking, cookie stuffing or other technological means of altering a The Excellon visitor’s cookies in any way to obtain commissions or credit for sales for which you would otherwise not be entitled. The Excellon reserves the right to determine who receives an affiliate commission for any particular sale. The Excellon also reserves the right to terminate, without notice, any affiliate who in The Excellon’ sole determination, has unacceptably manipulated the tracking of purchases or commissions.
So, basically Creatives (and The Excellon) can block affiliates with a large history of refunded transaction, low quality traffic, etc. moreover, you may have to apply in advance as an affiliate for some of the products you want to promote on The Excellon.
It’s your responsibility to select the right products to promote from our marketplace. The Excellon will do its best to ensure that the products on our platform are top notch but we do not offer any guarantee or representation in that regard.
Use only respectful promotion practices (no spamming, no cookie stuffing, etc.), and don’t exaggerate or hype the product beyond its truthful characteristics.
5. Amount of commission to be paid on product sales
In exchange for their efforts in marketing and advertising products available in the The Excellon marketplace, affiliates will earn a commission determined as a percentage of the sales price of any product (“affiliate commission”) for sales resulting from those marketing and advertising efforts.
A Creative can set the affiliate commission for any product(s) from 25% to 95%. Proceeds of the sales for each product shall be paid as follows: The Excellon fees shall be deducted from the gross sales price, and the affiliate commission shall also be based on the gross sales price as well. Any remaining balance after the The Excellon fees and affiliate commission are paid will be paid to the product Creative.
The Excellon uses a secure tracking system to determine which affiliate referred the sale, and is entitled to a commission.
So, basically affiliates are paid a commission for their promotion efforts. The Creative of the product determines the commission structure for that product.
The proceeds that remain after paying the affiliate commissions and The Excellon fees are paid to the Creative.
The Excellon uses a smart tracking system to track affiliate commissions.
6. Secure Creative/affiliate access and communication
Upon registration as a Creative or affiliate, you will receive an The Excellon id and password to login as an The Excellon Creative/affiliate, from which you can access the Creative/affiliate resources (e.g. the ability to enter a new product, get affiliate links, check sales and other history). Except as otherwise agreed or permitted by The Excellon in writing, you may not share or transfer your id and secure password or access to the The Excellon system in any way or with any one. You are solely responsible for maintaining the confidentiality of your The Excellon id and password and for any activity in connection with your account.
It is also your responsibility to keep your phone number and primary email address up to date so that The Excellon can communicate with you via emails, phone calls and sms. You understand and agree that if The Excellon sends you an electronic communication but you do not receive it because your primary email address on file is incorrect, out of date, full, or your email is directed to a trash or spam filter, or you are otherwise unable to receive email or messages, the electronic communication will be deemed to have been provided to you.
You can update your primary email address or other contact information at any time by logging into your The Excellon Creative dashboard. If your email address becomes invalid such that emails sent to you from The Excellon are returned, we may deem your account to be inactive and your status as a Creative/affiliate may be suspended or placed on hold until we receive a valid, working primary email address from you.
So, basically your login access is individual and private, and it’s your responsibility to keep it that way. You may receive email or sms notifications from The Excellon.
7. Sales pages and promotional material.
Contents of sales pages:
The Creative is responsible for the content of the product sales page (“sales page”). You, the Creative, agree to provide all content to The Excellon in the permitted or required format(s) as determined by The Excellon and/or to upload such content in the permitted or required format(s) in your Creative dashboard. As an affiliate, you have no direct access or rights to alter any sales page.
You understand and agree that the sales page (“sales page”) promoting the content and/or products on the marketplace will be hosted by The Excellon on The Excellon’s servers.
The Excellon will make the sales pages in the marketplace available on the internet, and shall use commercially reasonable efforts to maintain the availability (i.e. uptime) of such sales pages for the consuming public. However, no guarantees of uptime are made. The Excellon does not own or control the internet and shall have no responsibility or liability for any time(s) the marketplace or specific sale pages are not accessible (i.e. “downtime”), even if your marketing and/or advertising efforts, product sales, or commissions are disrupted as a result of such downtime, and even if the downtime is a result of The Excellon’s error or negligence.
Claims on sales pages or promotions:
Whether you are acting as a Creative or affiliate for a product, The Excellon strictly prohibits any false or misleading claims in product(s), sales pages, or in advertisements including your sales copy or other marketing or advertising materials related to product(s) on the The Excellon marketplace, including any affiliate advertising materials.
You may not and you agree not to:
Make any unsupported, misleading, or false claim about any content or product, or results that it can produce.
Include any false or misleading testimonial, endorsement, or implied endorsement. As a Creative, fail to disclose material connections between your endorsers of your product; or as an affiliate, fail to disclose material connections between any endorser of a product you are promoting and the product provider. You must also disclose if any reviewer or endorser of your product was compensated.
Fail to include any disclaimer or statement(s) needed to qualify your claims, or to keep your advertising from being false or misleading. Make any suggestions or unsupported claims as to amounts of income or earnings that are typical or, that a purchaser will likely make, or should expect.
8. Signup fees, pay-outs and refunds, and product refund policy:
As a Creative, you agree that once placed in the The Excellon marketplace, sales of your product will be subject to a 30-day money-back guarantee from The Excellon. Notwithstanding the foregoing, nothing in this agreement is intended to prevent or coerce a Creative from standing behind its own product or issuing its own separate independent resolution with a product purchaser outside of The Excellon.
Consistent with The Excellon’s guarantee, purchasers are entitled to a 30-day refund period or depending on the product Creative’s desired configuration for that particular product.
Buyers, affiliates and Creatives with a high refund history may be banned from purchasing, selling or promoting products again from the marketplace.
The Excellon may occasionally and at its sole discretion decide to grant a refund beyond the product money-back guarantee period.
Payment processing and signup fees:
To facilitate the marketplace, The Excellon will connect with other third part companies (including banks) to process all payments for all product purchases made through the The Excellon marketplace. Thus, you expressly grant permission to The Excellon to sell your products, and to process payments received from the sale of your product(s) in the marketplace, and agree to pay the assigned transaction or processing fees (“The Excellon fees”) in exchange for the services provided by The Excellon, currently, the The Excellon fees are as follows:
All affiliates are required to register on The Excellon with N10,400. This sum of N10,400 is a yearly, non-refundable fee for affiliate maintenance paid to The Excellon. The Excellon has the rights to debit each affiliate of this sum once in a year.
All Creatives are required to register on The Excellon with
N15,000 (for now, creatives post for free) to start selling their products. This is a yearly, non-refundable fee. The Excellon has the rights to debit each Creative of this sum once in a year, plus The Excellon will also charge a commission of 8% per sale on all Creative products, these The Excellon fees can be changed at any time, and Creatives and affiliates will be notified.
Payments to Creatives/affiliates:
Except as provided below for first affiliate sale reserve, high-volume sales, or fraud investigation reserve, affiliates will be paid their commissions once in a week and Creatives will be paid twice a month.
Currently, affiliates and Creatives can receive payments via any Nigerian bank account, and The Excellon is constantly working to offer new payment methods. Affiliates must have a minimum of N5000 in their The Excellon balance to qualify for a weekly payment.
Affiliate first-sale exception:
Affiliates will not receive commission from their very first sale for each product they promote. this is to prevent the incentive for affiliate ‘fraud’ where an affiliate plays the system by granting themselves an instant discount (in the form of their affiliate commission) by purchasing a product through their own affiliate link. The Excellon wants professional affiliates who provide a legitimate service to the Creatives, and their own customers, in addition to The Excellon. From the second sale onwards, affiliate commissions will be registered as usual. If you believe that, as an affiliate, you will only generate one sale per product promoted, you must not sign up as an affiliate.
However, in the event of any unusual activity, a transaction volume spike or any specific transaction triggering our security filters, The Excellon reserves the right to hold credits beyond the standard 10-day period subject to The Excellon’s manual investigation of the account’s recent activity. This generally will only take a few days, however The Excellon reserves the right to reasonably extend the reserve period for a time sufficient to resolve its questions about unusual activity to its own satisfaction.
The Excellon endeavours to keep its reserves/holdback of processed payments as low as possible, and to generally release funds to Creatives/affiliates within 10 days from the sale.
However, in the event of any unusual activity, a transaction volume spike or any specific transaction triggering our security filters, The Excellon reserves the right to hold the credits beyond the standard 10-day period until a system administrator manually investigates the account’s recent activity. This usually shouldn’t take more than a few days.
Fraud investigation reserve period:
If The Excellon or one of The Excellon’s payment processors becomes aware of actual fraud, or suspected fraud in connection with any purchase or group of purchases related to your account, The Excellon reserves the right to require a fraud investigation. If such an investigation is required, any and all earnings/commissions earned on any basis may be temporarily held pending the investigation, whether or not connected to the actual or suspected fraud. The Excellon will use commercially reasonable efforts to have the fewest potential earnings/commissions held, based on its review of its risk. Such fraud may be in connection with debit cards, traffic, tracking, or some other basis.
If a fraud investigation is initiated, the Creative/affiliate may be asked to provide additional information. You agree to cooperate with any such fraud investigation in a reasonable manner. You will be informed of the results of the investigation, and a full accounting will be provided regarding your account and any earnings/commissions due.
Any Creative/affiliate that has actual or suspected fraudulent activity associated with one or more otherwise creditable or commission-earning sales should not assume that The Excellon suspects them of fraud. Stolen debit cards, fake debit cards, and other scams are prevalent on the internet and such activity may have nothing to do with the Creative/affiliate. Nonetheless, you understand and agree that you cannot be paid for an otherwise creditable or commission-earning sale, where The Excellon will not be paid. Moreover, The Excellon will comply with all legal requirements and will report all such activities to appropriate authorities. If a Creative/affiliate is believed to be directly or indirectly involved with fraudulent activity or attempted fraudulent activity in connection with the The Excellon marketplace, The Excellon will pursue all available legal action against the Creative/affiliate. In such circumstances, you agree that you will forfeit any balance in your account, and that The Excellon may use any such funds to partially or fully defray its costs of its investigation and any subsequent action, including legal fees and costs.
Affiliates signup and maintenance fee: N10,400/year
Creatives signup and maintenance fee: N15,000/year
Plus The Excellon will charge a commission of 8% per sale on all Creative products.
Funds generated from Creative/affiliate will be released about 3 days after the refund period has expired. So, once those funds are indeed released, you will be paid.
If there’s any unusual activity detected on your account, or if our security filters are triggered, the reserve period may be increased while an administrator reviews the account’s recent activity.
9. Relationship with The Excellon:
You understand and agree that by becoming a Creative/affiliate, no legal partnership, joint venture, or agency relationship is created between you and The Excellon. Neither you nor The Excellon is a partner, a joint venturer, an agent or has any authority to obligate or bind the other. You may not represent otherwise. As a Creative, you understand that you are allowing The Excellon to sell the product(s)/content you place in the marketplace. The Excellon is a licensee or at most a distributor of your product(s)/content.
10. Intellectual property:
Copyright and other intellectual property laws protect the The Excellon marketplace, website and content (“The Excellon content”) thereon. The Excellon retains all right, title and interest in and to the The Excellon content, and except as expressly set forth herein, no other rights or licenses are granted or to be implied under any The Excellon intellectual property, including the technology related to the The Excellon marketplace and services. Any and all technology and any content created or derived from any of the foregoing is the exclusive property of The Excellon.
You agree to abide by and maintain all notices, license information, and restrictions contained herein. unless expressly permitted herein or otherwise permitted in a separate agreement with The Excellon, you may not modify, publish, network, rent, lease, loan, transmit, sell, participate in the transfer or sale of, reproduce, create derivative works based on, redistribute, perform, display, or in any way exploit any of the foregoing, in whole or in part.
“The Excellon”, “The Excellon marketplace”, and all logos related to the The Excellon services and trademarks belong to Million Sales Hero Initiative. Therefore, you may not copy, imitate or use them without The Excellon’s prior written consent. All page designs, headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of The Excellon. You may not copy, imitate, or use them without our prior written consent.
The Excellon may provide html logos, ads, and other affiliate content or tools or affiliate programs (collectively “marketing materials”) for your use without prior written consent for the purpose of directing web traffic to the The Excellon marketplace, or services, or to specific product sales pages. You may not alter, modify or change these marketing materials in any way, or use them for commentary or in any other manner that is disparaging to The Excellon or the marketplace. You may not display them or use them in any manner that implies any sponsorship or endorsement from or by The Excellon.
You may not and agree not to decompile, reverse engineer, disassemble, or attempt to derive the source code of any software or security components of the The Excellon marketplace, content or services. you agree not to use your status as a Creative/affiliate or your access to The Excellon systems, marketplace, content, or services to violate, tamper with, or circumvent the security of any computer network, software, passwords, encryption codes, technological protection measures, or to otherwise engage in any kind of illegal activity, or to enable others to do so. You agree to only use the The Excellon marketplace, content, or services for Creative purposes. You further agree not to exploit the The Excellon marketplace, content, or services provided to you as a Creative/affiliate in any unCreative way, including but not limited to, by trespass, or burdening network capacity.
So, basically The Excellon owns all of its copyrights and trademarks, so don’t use (or abuse!) our brand or our technology without our written consent.
11. Confidentiality and nondisclosure:
You agree that any details or information about The Excellon, the The Excellon marketplace, or the services disclosed by The Excellon to you in connection with the marketplace or services or your role as a Creative/affiliate will be considered and referred to as “The Excellon confidential information”. notwithstanding the foregoing, The Excellon confidential information will not include: (i) information that is generally and legitimately available to the public through no fault or breach of yours, (ii) information that is generally made available to the public by The Excellon, (iii) information that is independently developed by you without the use of any The Excellon confidential information, or (iv) information that was rightfully obtained from a third party who had the right to transfer or disclose it to you without limitation.
Nondisclosure and Non-use:
Unless otherwise expressly agreed or permitted in writing by The Excellon, you agree not to disclose, publish, or disseminate any The Excellon confidential information to anyone other than your employees and contractors working for the same entity as you and then only to the extent reasonably required and provided that this agreement does not otherwise prohibit such disclosure.
if you are required by law, regulation or a valid binding order of a court of competent jurisdiction to disclose The Excellon confidential information, you may make such disclosure, but only if you have provided The Excellon ample notice of such requirement, such that The Excellon can seek to limit the disclosure and/or seek confidential, protective treatment of such information.
So, basically, any communication between The Excellon and the end user is confidential and should not be disclosed.
The Excellon reserves the right, at its discretion, to modify this agreement, including with new terms, rules, policies, and conditions (“additional terms”). Any such additional terms are hereby incorporated into this agreement by this reference and your continued status as Creative/affiliate and use of The Excellon marketplace or service will indicate your acceptance of any additional terms.
13.Representations and Warranties:
You represent and warrant that:
a. you have read this agreement in its entirety and will abide by its terms;
b. you will not, and/or your product(s), sales page(s), and/or marketing or advertising do not and will not, directly or indirectly:
(i) violate any applicable laws, regulations, rules, or guidelines, including those of any Nigerian regulatory body, or any industry standards of the Nigerian government;
(ii) disrupt, attack, interfere with, or cause delay or damage to the The Excellon marketplace or services or any data contained therein;
(iii) attempt to gain unCreative access to the The Excellon site, content, or services, or to any other Creative/affiliate account or dashboard; or any data contained therein;
(iv) attempt to:
(a) withdraw funds from The Excellon to which you are not entitled,
(b) divert another’s earnings/commissions to your The Excellon account
(c) have a credit card transaction used in the The Excellon marketplace without proper Creativeization of the card holder, or
(d) engage in fraud in connection with the The Excellon marketplace;
(v) mirror, duplicate, iframe or otherwise copy any product(s), sales page(s), The Excellon content, or portion thereof, or any part of the The Excellon services; or make public any nonpublic portion thereof;
(vi) reverse engineer the The Excellon services, or attempt to derive its source materials;
(vii) infringe any rights in any jurisdiction;
(viii) violate the right of privacy or publicity, or the moral rights of any person;
(ix) contain any defamatory, obscene, indecent or otherwise unlawful material, or otherwise contravene any person’s rights
You agree to indemnify, defend, and hold harmless The Excellon, its related parties and affiliates, and their respective directors, officers, employees and agents from and against any and all claims, demands, suits, losses, damages, costs, fees, and expenses resulting from or arising, directly or indirectly, out of your negligence, willful misconduct, breach of any provision or representation or warranty of this agreement, or any violation of any law or regulation in connection therewith. For the purpose of clarity, such actions include regulatory enforcement actions. Upon receiving notice of a claim or action for which The Excellon is entitled to indemnification under this section, The Excellon shall:
Promptly notify you in writing of the claim or action against which indemnification is sought under this section;
Provide you the opportunity to assume the entire defense and settlement of such claim or action at your cost and expense (provided The Excellon shall have the right to be represented separately by counsel of its own choosing at its own expense);
Cooperate with you (at your reasonable expense) in the investigation and defense of such claim or action:
Not settle or compromise such action or claim without your prior written consent.
Notwithstanding the foregoing, you are not Creativeized to and may not agree to any settlement that involves an admission or finding of liability or wrongdoing by The Excellon or imposes any duty or obligation on The Excellon.
15. Term and termination:
The Excellon may terminate or suspend you as a Creative/affiliate at any time in its sole discretion. If The Excellon terminates you as a Creative/affiliate, The Excellon reserves the right to deny any future application to participate as a Creative/affiliate at any time. Common reasons for terminating your account might be, but not limited to, receiving spam complains, misconduct, violating these terms and conditions, a high refund and/or chargeback ratios, receiving multiple low ratings and/or poor reviews, etc.
You may terminate your status as a Creative/affiliate at any time, for any reason, by notifying The Excellon in writing of your intent to do so. Upon any termination or suspension, all rights granted to you hereunder will cease, including your right to access the The Excellon dashboard, to create or submit new products to the marketplace, and to earn commissions. Any earnings or commissions in connection with sales completed as of the time of your termination will be credited to your bank account. No further sales of your product(s) will be processed, however, your sales page(s) for any product(s) will be left accessible, including any purchaser reviews and ratings and any history as defined herein.
Upon termination, you agree to destroy any and all The Excellon confidential information that is in your possession or control, and to provide certification of such destruction to The Excellon upon request. No refund or partial refund of any fees paid hereunder or any other fees will be made for any reason.
16. No warranties are made:
The Excellon and its affiliates, subsidiaries, officers, directors, employees, agents, partners, and licensors (collectively, “The Excellon” for purposes herein) make no promises that the The Excellon marketplace, services, or content (including any functionality or features thereof), or any other information or materials that you receive as a Creative/affiliate (collectively, the “The Excellon services” for purposes of this section) will be accurate, reliable, timely, secure, error-free or uninterrupted, or that any defects will be corrected. The The Excellon services are provided on an “as-is” and “as-available” basis and the services are subject to change without notice. The Excellon does not guarantee any results or that it will identify or correct problems or defects as part of the services, even if it knows of such problems or defects. The Excellon expressly disclaims any liability related thereto. The Excellon disclaims all warranties, express or implied, including any warranties of accuracy, non-infringement, merchantability and fitness for a particular purpose related hereto. The Excellon disclaims any and all liability for the acts, omissions and conduct of any third parties in connection with or related to your use of the The Excellon services. You assume total responsibility and all risks for your use of the The Excellon services, including, but not limited to, any information obtained thereon.
Your sole remedy against The Excellon for dissatisfaction with the The Excellon services is to stop using the services. This limitation of relief is a part of the bargain between the Parties.
17. Disclaimer of liability:
To the extent not prohibited by law, under no circumstances shall The Excellon be liable with respect to the The Excellon services for special, indirect, incidental, or consequential damages, including without limitation, damages resulting from failure to deliver or delay of delivery of services, or failure of the The Excellon marketplace, or from loss of profits, sales, data, business, opportunity or goodwill, on any theory of liability, whether arising under tort (including negligence), contract or otherwise, whether or not The Excellon has been advised of or is aware of the possibility of such damages. if, notwithstanding any other provisions of this agreement, The Excellon is found to be liable to you for any damage or loss that arises out of or is in any way connected to your use of the services, The Excellon’s entire liability for direct damages under this agreement shall be limited to ten thousand naira only (N10,400 only).
If any provision of this agreement is found to be unenforceable or invalid, to the extent permissible under applicable law, that provision shall be limited or eliminated to the minimum extent necessary so that this agreement shall otherwise remain in full force and effect and enforceable.
Any dispute arising out of or related to or connected with any provisions under this Agreement shall be referred to the arbitration of a single arbitrator to be appointed jointly by the parties.
The arbitration shall be conducted in Lagos in accordance with the Arbitration and Conciliation Act LFN 2004 or any modification or re-enactment for the time being in force.
The language of arbitration shall be English. The arbitration shall be held at Lagos, Nigeria.
The award of the arbitrator or arbitrators as the case may be shall be final and binding on the parties.
Jurisdiction and Governing law
The obligations, performance, interpretation and contents shall be governed by Nigerian law.
All notices and other communication under this Agreement shall be in writing and in English and either delivered by hand or sent by telex, fax or courier in each case to the addresses set out on the website of The Excellon in the case of The Excellon and addressee submitted by Creatives/affiliates where the notice to Creatives/affiliates
This Agreement embodies the entire agreement and understanding of the Parties and supersedes any and all other prior and contemporaneous agreements, arrangements and understandings (whether written or oral) between the Parties with respect to its subject matter.
Neither this Agreement nor any part of it is assignable, transferable, sub-licensable, subcontractable or conveyable by Creative/Affiliate, either by operation of law or otherwise, without the express, prior, written consent of The Excellon signed by an authorized representative of such Party.
Creative/Affiliate agrees and undertakes to maintain the confidentiality of the information and user/customer data disclosed, generated or made available to Creative/Affiliate under this Agreement.
The said information shall not be used by the Creative/Affiliate for any purpose other than for the performance of its obligations under this Agreement. Creative agrees that the unauthorized disclosure or use of such Information would cause irreparable harm and significant injury, the degree of which may be difficult to ascertain. Accordingly, Creative/Affiliate agrees that The Excellon shall have the right to obtain an immediate injunction from any court of competent jurisdiction enjoining breach of this Agreement and/or disclosure of the Confidential Information. The Excellon shall also have the right to pursue any other rights or remedies available at law or equity for such a breach.
Relationship of Parties
Nothing in this Agreement will be construed as creating a relationship of partnership, joint venture, agency or employment between the Parties. The Excellon shall not be responsible for the acts or omissions of the Creative/Affiliate, and Creative/Affiliate shall not represent neither has, any power or authority to speak for, represent, bind or assume any obligation on behalf of the The Excellon.
Waiver and Amendment
No waiver of any breach of any provision of this Agreement constitutes a waiver of any prior, concurrent or subsequent breach of the same or any other provisions, and will not be effective unless made in writing and signed by an authorized representative of the waiving Party.