Affiliate Agreement

Affiliate Agreement

The following are terms and conditions for participating in the CLUBSHOP Marketing Group Affiliate Program. "Affiliate" refers to you, and "CLUBSHOP" refers to the CLUBSHOP Rewards Program, a division of ProProfit Worldwide Ltd., London, UK.

Violations of any of the provisions of this agreement may result in the suspension or termination of your Affiliate account including forfeiture of future commissions. CLUBSHOP also reserves the right to take legal action against any Affiliate found violating the provisions in this agreement.

CLUBSHOP reserves the right to amend this agreement as needed from time to time, and Affiliate agrees that any such amendment will apply to Affiliate. The continuation of Affiliate status or Affiliate's acceptance of income or bonuses shall constitute Affiliate's acceptance of any and all amendments.

  1. Affiliate agrees that an CLUBSHOP Affiliate is an independent contractor and not an employee, agent, partner, legal representative, or franchisee of CLUBSHOP. Affiliate further agrees not to incur any debt, expense, obligation on behalf of, for, or in the name of CLUBSHOP.

  2. Affiliate must be of the age of majority in his/her state or country.

  3. All Affiliate applications are subject to approval by CLUBSHOP.

  4. Affiliate agrees to receive CLUBSHOP e-mail, including but not restricted to sales reports, training, newsletters, plus messages from Affiliate's Sponsor, Co-Sponsor, or Team Leader(s).

  5. Contact information (e-mail address, phone number, address, etc.) will be provided to your CLUBSHOP Sponsor (typically the person who directly referred you to CLUBSHOP or whose advertising generated your registration) and your CLUBSHOP Co-Sponsor. Contact information is not disclosed to any other party.

  6. A maximum of ONE affiliate per household is allowed. However, you may apply to be granted an exception for children or other relative(s). In all cases, the affiliates must reside in the same network of the Sponsor.

  7. Affiliate agrees to present the CLUBSHOP Compensation Plan and CLUBSHOP products and services as set forth at the official CLUBSHOP Website. Affiliate will make no claims regarding potential income, earnings, products, or services beyond what is stated at the official CLUBSHOP Website. Affiliate further agrees not to reproduce commission checks or distribute commission checks in any form or by any means.

  8. Affiliate agrees not to disparage CLUBSHOP, other CLUBSHOP Affiliates, CLUBSHOP products, the CLUBSHOP compensation plan, CLUBSHOP employees, or CLUBSHOP Independent Contractors. Affiliate understands that disparagement may result in the immediate suspension or termination of Affiliate account with a cancellation of any pending commissions. All complaints or concerns should be directed toward CLUBSHOP corporate offices via customer service.

  9. Affiliate agrees that registering new affiliates through automated machine entry, manual entry, or advancing your affiliates' ranks without their approval is strictly forbidden and is grounds for suspension or termination of your account.

  10. Affiliate agrees to not utilize SPAM in promoting CLUBSHOP. CLUBSHOP maintains a ZERO tolerance policy towards the sending of SPAM, including, but not limited to, unsolicited commercial E-mail (UCE). This action may result in the immediate suspension or termination of Affiliate account with a cancellation of and possible forfeiture of any pending commissions. Affiliate will also be in violation of the CLUBSHOP Affiliate Agreement and subject to legal action and be held liable for any financial loss incurred by CLUBSHOP.

    For the purpose of this agreement SPAM is defined as e-mailing, faxing, or telephoning ANYONE, in bulk or individually, in violation of all anti-spamming and applicable laws or regulations for the country, state, county, and city where the intended recipient resides. The Affiliate is under obligation to research and comply with all laws concerning unsolicited commercial e-mail. Under UK law, it is unlawful "to use any telephone, fax machine, computer, or other device to send an unsolicited advertisement. Electronic mail advertisement means any e-mail message, the principal purpose of which is to promote, directly or indirectly, the sale or other distribution of goods or services to the recipient." (CAN-SPAM Act of 2003).

    CLUBSHOP further defines SPAM as contacting anyone, in bulk or individually, about CLUBSHOP, who has not specifically requested the information directly from Affiliate. The ONLY exceptions to this rule are:

    • Sending CLUBSHOP E-Cards to your family and friends. You can send up to 10 E-Cards a day.

    • Mailing to APPROPRIATE OPT-IN mailing lists where the source does the mailing on Affiliate's behalf AND you do not use an CLUBSHOP-provided Gateway URL. However, use extreme caution when choosing an opt-in mailing list company! Using anything but the most reputable sources could generate spam complaints against Affiliate resulting in suspension or termination.

      IMPORTANT: As it relates to Affiliate use of appropriate opt-in mailing lists as described above, Affiliate understands and acknowledges that it is illegal to forge headers on e-mails and it is illegal to neglect to include a valid functional unsubscribe link along with a valid mailing address in any e-mails sent out. Any Affiliate found forging headers or not including a valid functional unsubscribe link will be immediately and permanently terminated from CLUBSHOP. Further, this action may result in the immediate suspension or termination of Affiliate account with a cancellation of and possible forfeiture of any pending commissions. Affiliate will also be in violation of the CLUBSHOP Affiliate Agreement and subject to legal action and be held liable for any financial loss incurred by CLUBSHOP.

    • You may include information on CLUBSHOP in e-mail Acknowledgement Messages for orders and inquiries that you receive, so long as it is stated up front that you will be sending them an acknowledgement.

      CLUBSHOP also considers ANY type of advertisement about CLUBSHOP that is posted unsolicited on online venues (e.g. newsgroups, chat rooms, etc.) to be spam.

  11. Affiliate agrees to provide CLUBSHOP with a valid e-mail address upon registration. Affiliate understands that the use of an autoresponder e-mail address is prohibited.

  12. Affiliate is SOLELY responsible for e-mail sent by Affiliate using Affiliate's own, non-CLUBSHOP e-mail system. CLUBSHOP requires all Affiliates to permanently remove anyone who complains or requests to be removed from the Affiliate's mailing list or address book. If CLUBSHOP receives a complaint from the same e-mail address as a previous complaint from an e-mail that was sent more than a week after the original complaint was filed, CLUBSHOP reserves the right to terminate the offending Affiliate.

  13. Affiliate is SOLELY responsible for adherence to all provisions in this agreement with respect to e-mail content sent by Affiliate using CLUBSHOP's Affiliate mailing system.

  14. Affiliate agrees and accepts the current CLUBSHOP Compensation Plan ( in its entirety. CLUBSHOP further reserves the right to alter, change, and/or update portions of the CLUBSHOP compensation plan or the CLUBSHOP compensation plan in its entirety for any reason at any time without prior notice.

  15. Although the CLUBSHOP Affiliate Program is not limited to the United States of America, all payments will be made in U.S. dollars. Affiliate commissions shall normally be paid by PayPal or similar payment processors authorized by CLUBSHOP and sent out monthly on or about the 10th of the second month after the month's sales. To cover CLUBSHOP processing costs of Affiliate payments, CLUBSHOP will deduct $1 (one dollar). If a sale is canceled or refunded, the related commission will be deducted from a subsequent payment. The minimum commission check that will be sent out is $8 (after processing fee). Some exceptions may apply.

  16. Affiliates wishing to change sponsors must officially opt out of the CLUBSHOP program for a minimum of six months. All sponsored affiliates and previous relationships with other CLUBSHOP affiliates and members will be voided at this time. After the six-month period, you may rejoin CLUBSHOP with the sponsor of your choice. If a violation of this policy is discovered, all positions other than the original position will be terminated.

  17. Affiliate is strictly prohibited from soliciting CLUBSHOP affiliates for other business opportunities. Although CLUBSHOP takes no issue with affiliates being involved with other business opportunities outside of CLUBSHOP, affiliates may not use any CLUBSHOP communication program or tool to promote these other business opportunities or for-profit endeavors to other affiliates.

  18. Affiliate will be issued an "Affiliate Link," a unique URL which allows CLUBSHOP to identify visitors from Affiliate site as originating from Affiliate. These visitors are tracked with this unique URL, and sales are recorded with the appropriate Affiliate ID. To receive commissions, Affiliate must use the provided Affiliate Link. The URL may be in various forms, such as a banner, image, or text link.

  19. When promoting CLUBSHOP, its products and/or services, business opportunity, and products, services, and/or opportunities of its subsidiaries in print, digitally, or online, affiliates must use only official text ads, banners, and other approved advertisements containing links to the Affiliate's assigned unique URL. Redirect URLs are permitted to be used in online, digital, and printed advertisements, so long as those redirect URLs go directly to the Affiliate's unique URL assigned to him/her by CLUBSHOP.

  20. Affiliate is solely responsible for ensuring that their Affiliate Link is set up properly to qualify for commissions.

  21. CLUBSHOP is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish service.

  22. CLUBSHOP will make every reasonable effort to track and pay commissions for all sales that apply to Affiliate. However, CLUBSHOP is not responsible for technical problems, acts by third parties, or other events outside our reasonable control which may temporarily disrupt or diminish this ability.

  23. To protect CLUBSHOP customer privacy, if deemed necessary, CLUBSHOP reserves the right to withhold identifying customer contact information from Affiliate.

  24. CLUBSHOP reserves all rights in or to its trademarks and servicemarks but may be used by Affiliate in accordance with this agreement. Affiliate may in no way display an CLUBSHOP logo, image, or trademark which may be distasteful, defame, or misrepresent CLUBSHOP.

    IMPORTANT: The Better Business Bureau allows only CLUBSHOP to reference our membership with the BBB. Hence, mention of CLUBSHOP's affiliation with the BBB in any way is not allowed. You, as an individual, can apply to become a member of your local BBB chapter. If accepted as a member, you would be able to promote that fact. But again, under no circumstances are you allowed to reference CLUBSHOP's affiliation with the BBB.

  25. Affiliate shall follow CLUBSHOP advertising guidelines and agrees not to misrepresent CLUBSHOP products or services. Affiliate agrees to use only CLUBSHOP-approved ads. However, if you are a Team Leader, you may submit your own ads for CLUBSHOP's approval. They must be approved, however, before you can publish them.

  26. Affiliate understands that prohibited sites for advertising CLUBSHOP products or services include: Websites that promote sexually explicit material or violence; sites that promote discrimination based on race, sex, religion, national origin, or physical disability; sites that promote illegal activities.

  27. Affiliate may not assign rights or delegate duties under this Agreement without the prior written consent of CLUBSHOP. Upon request, CLUBSHOP will provide Affiliate with guidelines for the sale, transfer, or assignment of Affiliate's CLUBSHOP business.

  28. CLUBSHOP shall not be held liable for any indirect, incidental, special, or consequential damages or any loss of revenue or profits arising under or with respect to this Agreement or program, even if CLUBSHOP has been advised of the possibility of such damages. CLUBSHOP aggregate liability arising under or with respect to this agreement or the program shall in no event exceed the total commissions paid or payable by CLUBSHOP under this agreement.

  29. Affiliate agrees not to present others' creative works—in full or in part—as his or her own nor engage in violation of copyright agreements for any reason. Such violations could result in suspension or termination of membership.

  30. CLUBSHOP makes no warranties expressed or implied with regard to Affiliate Program except as outlined in this Agreement.

  31. Both CLUBSHOP and the Affiliate reserve the right to terminate this agreement at any time. The term of this Agreement shall be for a period of one year from the date hereof and shall automatically renew upon each anniversary without further act of the parties unless either party has terminated this Agreement by written notice to the other. If terminated, outstanding commissions at time of termination shall be paid in the next payment so long as the terms of this agreement were not violated by the Affiliate. Payment of the final commission payment to the Affiliate may be withheld for a reasonable time in order to ensure that the correct amount is paid.

  32. In the event that a provision of this Agreement is held to be invalid or unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable, and the balance of the Agreement will remain in full force and effect.

  33. Affiliate understands that if he/she fails to log in to the Affiliate Center within a 45-day period, Affiliate will automatically have his/her payment option set to "Accumulate my commissions." Affiliate must access the Edit Commission Payment Info page and change this setting back to the preferred option. Additionally, should Affiliate not achieve EA status at ANY time during a continuous 6-month period, Affiliate understands that he/she will forfeit all accumulated commissions.

  34. CLUBSHOP limits affiliate's use of a single credit card to a limited number of separate affiliate accounts.

  35. CLUBSHOP carefully monitors various CLUBSHOP Affiliate actions referenced on the VP Ledger, To-Do List, and other sources for fraud. Violations will result in suspension of commissions or affiliateship termination.

  36. Transferability of CLUBSHOP Affiliateship: In the event of an Affiliate's death, CLUBSHOP will keep sending commissions in the method that's been selected on the affiliate's account. For example, if the affiliate had chosen to have his or her commission mailed by check, the affiliate's surviving spouse or other representative must ensure they have the legal right to cash a check made out to the name on the CLUBSHOP account. However, surviving spouses and representatives can also log onto the affiliate's account and make the necessary adjustments to the account name and information. IMPORTANT: surviving spouses and representatives must have account login information. CLUBSHOP will not provide that information.

  37. This agreement will be governed by and construed in accordance with the laws of the UK.


CLUBSHOP hereby disclaims all express and implied warranties for all products, goods or services, including the implied warranties of MERCHANTABILITY and FITNESS FOR A PARTICULAR PURPOSE. All products, goods, or services are provided AS IS with respect to CLUBSHOP. Any warranty or other remedy offered by the original manufacturer or party offering any services, if any, is offered only by such entity and not by CLUBSHOP.

CLUBSHOP obligations and your remedies hereunder are solely and exclusively as described and limited herein. CLUBSHOP's liability, whether based on contract, tort, warranty, strict liability, or other theory, shall not exceed the price of the individual unit of goods, products, or services of which the alleged defect or damage is the basis of the claim. In no event shall CLUBSHOP be liable for any loss of profits, loss of use, or other indirect, incidental, or consequential damage.

CLUBSHOP's display of any products, goods, or services offered by or originating from a party other than CLUBSHOP are not intended nor offered as information or data comprising any claim or representation as to such products, goods, or services by CLUBSHOP. Any ultimate purchase of any product, good, or service from CLUBSHOP is made subject to the law of the UK, which substantive law shall control the relationship of the parties.


Any controversy, dispute or claim between CLUBSHOP and any other party arising out of/or involving any CLUBSHOP business relationship shall be resolved by binding arbitration. The arbitration shall be conducted in accordance with the Procedures of the London Court of International Arbitration. This arbitration agreement does not cause waiver or modification of either party's right to legal proceedings in a court residing in the same judicial jurisdiction as stated herein to enforce any unpaid monetary debts by either party, as awarded by the arbitrator following Binding Arbitration. The parties agree to such venue as the forum of choice of the parties.

The arbitrator shall apply UK substantive and procedural law to the proceeding. The demand for arbitration must be in writing and must be made by the aggrieved party within 90 (ninety) days of the event giving rise to the demand. The arbitration shall take place in London, UK.

The arbitrator's power to award a remedy shall be limited to monetary damages. Should either party wish to seek injunctive relief or other non-monetary relief, such claims shall be brought exclusively in a court of competent jurisdiction located in London, UK.

The arbitrator shall determine if there is any prevailing party, and the prevailing party shall be awarded only such fees and expenses as are permitted under the law of the UK. The fees for the arbitrator shall be paid equally by both parties. The parties understand and acknowledge that by agreeing to arbitration, they are giving up any right they may have to a judge or jury trial with regard to all issues subject to arbitration.