Welcome to https://livresq.com website. Please read carefully the terms and conditions of participation in the Affiliate Program. Your access/visit to this website is subject to the Terms and Conditions of Use, implies your explicit acceptance of them and represents the entire understanding (contract) between the parties.
The Terms and Conditions below apply to all participants in the LIVRESQ Affiliate Program hereinafter referred to as the “Program”.
In these Terms and Conditions, "Company", "we" and "our" means "LIVRESQ", the brand owned and operated by S.C. ASCENDIA S.A., a company registered in Romania under the Unique Fiscal Identification Code RO21482859, registered at the Trade Registry under number J40/6604/2007.
In these Terms and Conditions, "Affiliate", "you" means the person who applies to become a participant in the Program and who will accept these Terms and Conditions upon registration in the Program.
By accepting these Terms and Conditions, you agree to them and enter into a binding agreement with S.C. Ascendia S.A. hereinafter also referred to as the "Agreement".
1. Definitions and Interpretation
In these Terms & Conditions the following terms shall have the following meanings:
LIVRESQ – is a registered trademark of S.C. Ascendia S.A., legal entity of Romanian nationality, with registered office in Bucharest, Eufrosin Potecă street. no. 40, district 2, having order number in the Trade Register J40/6604/30.03.2007, unique fiscal registration code RO21482859;
Business Day – means any day other than Saturday or Sunday that is not a legal or public holiday;
Cancellations Policy – means our cancellations policy which can be found at https://livresq.com/consumer-info/;
Commencement Date means the date of entry into the program and acceptance of the terms and conditions;
Commission Rate– means the percentage of commission paid on net sales revenue set out in Sub-clause 11.2;
Confidential Information – means all business, technical, financial, or other information created or exchanged between the Parties in the course of fulfilling their obligations under the Agreement;
Current Term – means the Term that the Parties may be in at any given time;
Direct Referral – means a sale of a Service Package to a customer who has been led to our website through your shared/sent/displayed URL where that customer can be tracked directly from your link to our website without any further intermediaries;
Intellectual Property Rights – means any rights subsisting in a copyright work, trademark, patent, or design and shall be construed in accordance with the Agreement on Trade-Related Aspects of Intellectual Property Rights (TRIPS) of the World Trade Organization and international treaties from 1996 of the World Intellectual Property Organization (WIPO).
Registered Email Address – means the email address of the Company as provided in your Affiliate Dashboard or the email address of the Affiliate as provided in your Registration Data;
Registration Data – means the information provided by the Affiliate when registering for enrolment in the Program;
Service Package – means a particular set of services available from us through our website as defined in Clause 7;
Term – means the term of the Agreement, as defined in Clause 17 of these Terms & Conditions, during which you shall participate in the Program under the terms and conditions set out in the Agreement.
2. Enrolment in the Program
2.1. By enrolling in the Program you agree that, at the time of registration, you will provide accurate and complete Registration Data and that you shall inform us of any changes in your Registration Data.
2.2. Upon your acceptance of these Terms & Conditions, subject to our approval and sub-clause 2.4 below, you will be sent an Affiliate Agreement in hard or digital copy to sign and return to us.
2.3. Upon agreeing to these Terms & Conditions, we reserve the right to conduct a review of your website/profile at our sole discretion. You will receive notification of the outcome of your application within 10 Business Days. Upon acceptance, you will receive additional guidance and instructions to commence marketing our goods.
2.4. We may choose to reject any application for any reason (and are under no obligation to disclose such reasons). Reasons for which an Application may be rejected include but are not limited to, content on your website or published on other websites, groups, or platforms that:
2.4.1. is in any way unlawful, harmful, threatening, obscene, harassing, discriminatory, defamatory or otherwise objectionable;
2.4.2. facilitates or promotes violence, terrorism, or any other criminal activity;
2.4.3. is sexually explicit; or
2.4.4. infringes or assists or encourages the infringement of any intellectual property rights belonging to any party.
3. Company - Affiliate Relationship
3.1. These Terms and Conditions shall not constitute or be deemed a partnership between the parties;
3.2. Subject to any express provisions to the contrary in these Terms & Conditions, you shall have no right or authority to and shall not do any act, enter into any contract, make any representation, give any warranty, incur any liability, assume any obligation, whether express or implied, of any kind on our behalf or bind us in any way.
4. Website Links
4.1. In your Affiliate Dashboard will be the requisite materials for a hyperlink to our website. These materials will include the HTML code or the URL for the link and/or a selection of graphic files to which the HTML code or URL should be applied.
4.2. The HTML code or URL as it appears in your Affiliate Dashboard must be copied exactly and not altered in any way. Failure to comply with this condition may result in your receiving no credit for sales of Service Packages that are generated through your website.
4.3. Under no circumstances may any of the graphic files provided by us be modified in any way without our prior written authorization. You may not use graphic files of your own to link to our site.
4.4. Any graphic files we provide for use as links may be displayed throughout your website as deemed appropriate by you, subject to our prior consent. We will not unreasonably withhold our consent and must be consulted in all cases. We reserve the right to request the removal or alteration of a link from your website.
4.5. You are required to assume full responsibility to maintain all links to our website from your website.
5. Site Maintenance and Content
5.1. Each Party is solely responsible for maintaining and updating its own website. Neither Party has any obligations to the other Party with respect to the maintenance or content of their website, subject to the provisions outlined in Clause 5 and Clause 14 below.
5.2. Subject to Sub-clause 5.3 of these Terms & Conditions, neither Party may host any content that:
5.2.1. is in any way unlawful, harmful, threatening, obscene, harassing, discriminatory, defamatory or otherwise objectionable;
5.2.2. facilitates or promotes violence, terrorism, or any other criminal activity;
5.2.3. is sexually explicit; or
5.2.4. infringes or assists or encourages the infringement of any intellectual property rights belonging to any party.
5.3. Neither Party shall be under any obligation to pre-screen any content shared by third parties; however, in the event that either Party receives from the other a written notification of any content that falls within that described in Sub-clause 5.2 of this Agreement, such content must be removed within 5 Business Days of receipt of such notice.
6. Display of Company Information
6.1. As an affiliate, you are free to display pricing and other information relating to our Service Packages. It is your responsibility to keep such information up-to-date through your own efforts; we will not provide pricing information updates to you.
6.2. We reserve the right to alter pricing at any time in accordance with our own policies.
6.3. Your Responsibilities: As a LIVRESQ Affiliate you agree that:
6.3.1. It is your responsibility to furnish us with complete and accurate account information and to ensure that the information is kept up to date. Such information may include but is not limited to, contact details, payment details, tax information, and any other details we may request. We retain the right to ask for further information related to all the websites where you promote LIVRESQ and your promotional activities. Failure to provide precise information may result in disqualification from the Program, suspension or termination of your Affiliate account, and forfeiture of any commissions.
6.3.2. You should not create more than one Affiliate account.
6.3.3. You should act in good faith to refer customers in good standing.
6.3.4. You cannot refer yourself, and you will not receive a commission on your own accounts. You should not use our Program to refer companies that you own or in which you have shares or other interests.
6.3.5. You should not take action or make recommendations to your referrals that result in a potential revenue loss for LIVRESQ.
6.3.6. You should not engage in incentivized programs and business-opportunity sites, using marketing practices that might be unethical or likely to attract customers not in good standing.
6.3.7. You should not use on behalf of your referrals or encourage your referrals to use on their LIVRESQ accounts any copyrighted or third-party material without the proper licenses.
6.3.8. You should not copy, alter or modify any icons, buttons, banners, graphics, files, or content contained in LIVRESQ’s Links, including but not limited to removing or altering any copyright or trademark notices, without prior written approval from us.
6.3.9. You should not engage in any black hat SEO/spam link-building techniques in order to generate more referrals for LIVRESQ.
6.3.10. Do not post ads on offensive, illegal, hateful, pornographic, or otherwise distasteful websites.
6.3.11. You agree not to violate any applicable law.
6.3.12. If we identify a pattern in your affiliate practices that, in our reasonable opinion, violates any aspect of the Terms and Conditions, we reserve the right to suspend or terminate your affiliate account and cancel all outstanding commission payments due.
6.4. Affiliate Advertising. Inappropriate ways of advertising include, but are not limited to:
6.4.1. Using any illegal or spam method of advertising, e.g. unsolicited email, unauthorized placing of the link in forums, newsgroups, message boards etc.;
6.4.2. Bidding on keywords and phrases containing the “LIVRESQ” trademark, or variations or misspellings of the trademarked term on Pay per Click or Pay per Impression campaigns on the search engines (Google, Yahoo, MSN, Ask, Bing, or others) without our prior approval. You are not allowed to use the LIVRESQ Website(s) as a display URL in PPC ads and to direct-link or redirect to the LIVRESQ Website(s);
6.4.3. Using non-unique copyright infringing content to promote LIVRESQ;
6.4.4. Using traffic generated by pay-to-read, pay-to-click, banner exchanges, click exchanges, PPV advertising, pop-up/under, or similar methods;
6.4.5. Providing cash backs, rewards, or any other kind of incentives to obtain the sale without our prior approval;
6.4.6. Offering price savings methods, including coupon(s), voucher(s), discount codes, or added value offers without our prior approval;
6.4.7. Using our advertising and promotional materials, trademark, or name in a way that negatively affects our image;
6.4.8. Using iframes or any other techniques or technology that places your affiliate tracking cookie by any means other than an actual click-through;
6.4.9. Using link cloaking or masking techniques or technology with the goal of promoting LIVRESQ on websites and/or networks not explicitly listed in your affiliate profile and hiding that traffic source;
6.4.10. Your website(s) must NOT contain lewd, obscene, illegal or pornographic material or any other material that is deemed to be objectionable. This includes, but is not limited to, bigotry, hatred, pornography, satanic materials, trademark and copyright materials, all content of an adult nature, etc. The designation of any materials as such is subject to our reasonable opinion;
6.4.11. Your domain name(s), company name, logo, trademark, product(s), project(s), or service(s) must NOT contain keywords and phrases containing the “LIVRESQ” trademark or any other variations or misspellings confusingly similar to LIVRESQ trademark, name, logo or domain name, without our prior approval;
6.4.12. Your domain name(s), company name, logo, trademark, your product(s), project(s), or service(s) must NOT contain keywords and phrases that contain or are confusingly similar to third-party trademarks, names, logos or domain names unless you have been duly authorized by the trademark owner.
6.4.13. LIVRESQ retains the exclusive right to determine whether a promotional method used by you is suitable. The use of any advertising method that we deem inappropriate may lead to a warning, suspension, or termination of your affiliate account and cancellation of all outstanding commission payments due.
7. Service Packages
We provide services through our website in packaged form, each package setting out combinations and levels of service, available at different prices. Descriptions of such packages are available on our website (https://www.livresq.com).
8. Customer Referral Requirements
8.1. Terms & conditions relating to the referral of customers to us via links on your website can be found on our website at https://livresq.com/en/consumer-info/
8.2. We reserve the right to alter such terms & conditions at any time and will provide 10 business days written notice to you of any such alteration.
9.1. We commit to utilizing our best and reasonable efforts to handle and complete all orders for Service Packages placed by referred customers generated by affiliates.
9.2. We reserve the right to reject any orders that do not comply with the customer referral requirements detailed in Clause 8 of these Terms & Conditions.
9.3. Upon acceptance of these Terms & Conditions, we undertake full responsibility to ensure that all orders are completed and that the provision of services is carried out according to our Service Level Agreements. We shall manage all aspects of the order, including order entry, payment processing, cancellations and subsequent customer service. You shall not have any involvement with the customer or the completion of the transaction, and we will inform all customers accordingly.
10. Affiliate Sales Reporting
10.1. We will track the following elements of all sales:
10.1.2. Service Package selected; and
10.1.3. revenue generated.
10.2. Full reports of all sales generated through the links on your website will be available in your Affiliate Dashboard. We reserve the right to alter the form and content of such reports without notice.
11. Commission and Referral Fees
11.1. You will be paid commission at the rates set out in Sub-clause 11.2 on the net profits of sales generated through your website.
11.2. Commission shall be calculated on the following basis:
11.2.1. All sales resulting from direct referrals of packages or services in the program will attract a 25% commission.
11.2.2. For subscriptions, the commission will be offered for any new customer (newly purchased subscription) but not for subscription renewals.
11.2.3. Cookies and IP logs will identify customers that have previously been referred through your website. In the event that such customers are identified, sales that do not fall within Sub-clause 11.2.2 will (unless referred directly from another affiliate’s website) attract a commission of 25%.
11.3. Sub-clause 11.2.3 shall apply only until the expiration or removal of our cookies by the customer or for a period of 120 days after the most recent Direct Referral for a particular customer, whichever is earlier.
11.4. In the event that a customer cannot be tracked, no commission will be paid.
11.5. Upon receipt of full payment from the customer, the commission will be calculated and recorded in the Affiliate Dashboard. Sales will be shown as pending payments for a period of 30 days after order completion, in accordance with our cancellation policy.
11.6. Commission payments will be paid within the first 15 days following the close of a calendar month. Each affiliate will only receive a commission for subscriptions that have exceeded the 30-day limit, which reflects the "money-back guarantee"/money-back period described in our Cancellation Policy. The minimum payment amount is 50 lei from the commissions accumulated by the affiliate.
11.7. Commissions will be paid by bank transfer to the Affiliate's account sent with the registration data.
11.8. If refunds are given for any reason, including but not limited to fraud, and if such refunds are not caused by any fault of ours, we may contact you to arrange the reimbursement of any associated commission.
11.9. Any commission paid to the affiliate will be calculated based on sales revenue, from which the taxes due according to Romanian legislation will be withheld (10% withholding tax); Income from affiliate marketing per individual is considered from a tax point of view "Other income" and you are obliged to declare this income annually through the Unique Declaration that you submit to ANAF. Also, any additional taxes resulting from filing this statement are the affiliate's responsibility. By accepting these Terms and Conditions, you hereby acknowledge that you are solely responsible for paying tax on any income you may generate through your involvement in the Affiliate Program.
11.10. We reserve the right to modify our Commission Rates at any time. You will be given 10 Business Days prior written notice (the “Notice Period”) of any such change. You will be given the option to opt out of the Program within the Notice Period and will, on the exercise of that option, be paid any Commission due to you, notwithstanding the total commission earnings requirement set out in Sub-clause 11.6 above.
12. Trade Marks
12.1. Upon your entry into the Program, we shall grant you a non-exclusive, non-transferable, royalty-free license to use our logos and trademarks (our “Trade Marks”).
12.2. The usage of our Trade Marks is permitted solely for the purpose of establishing links and fulfilling your obligations as an Affiliate in accordance with these Terms & Conditions.
12.3. You are not permitted to use our Trade Marks for any purposes outside of these Terms & Conditions without obtaining our prior written consent, which will not be unreasonably withheld.
12.4. By accepting these Terms & Conditions you hereby agree that:
12.4.1. our Trade Marks shall remain the property of ASCENDIA S.A. unless and until we assign those marks to a third party;
12.4.2. nothing in these Terms & Conditions shall be deemed to confer any ownership rights in our TradeMarks on you; and
12.4.3. you shall not contest the validity of our trademarks.
13. Intellectual Property
13.1. Unless otherwise expressly indicated we are the sole and exclusive owners of all Intellectual Property Rights (“IPRs”) on our website including, but not limited to: all code, text, sound, video, graphics, photographs and other images that form a part of the site. We shall also be the sole and exclusive owners of all IPRs which may subsist in any supporting documentation which shall include, but not be limited to, site plans, maps, design sketches and other preparatory material.
13.2. All future updates, additions, and alterations made to our website, including any accompanying documentation, shall be exclusively owned by us, and we shall hold all intellectual property rights (IPRs) that may exist in such materials.
14. Affiliate Warranties and Indemnity
14.1. In accepting these Terms & Conditions you hereby warrant and acknowledge that:
14.1.1. Your website, groups, communities and other channels where you promote ASCENDIA S.A. products, do not and will not contain any content that:
a) is in any way unlawful, harmful, threatening, obscene, harassing, discriminatory, defamatory, or otherwise objectionable;
b) facilitates or promotes violence, terrorism, or any other criminal activity;
c) is sexually explicit; or
d) infringes or assists or encourages the infringement of any intellectual property rights belonging to any party.
14.1.2. Your website is and shall remain functional and, subject to the provisions of Clause 19 of these Terms & Conditions, reasonable downtime for maintenance or third-party access restrictions, accessible to all users of the internet;
14.1.3. All necessary authorities, consents and approvals have been obtained in respect of your obligations under these Terms & Conditions and will remain valid and effective throughout the Term;
14.1.4. The obligations set in these Terms & Conditions shall be deemed as valid, binding, and enforceable on you as a legal obligation. These obligations shall be considered unconditional, direct, and applicable in general; and
14.1.5. You will not refer to us in any way in any unsolicited bulk email campaigns or other spamming practices you may conduct.
14.2. By accepting these Terms & Conditions you agree that you shall indemnify us in full against all liability, loss, damages, costs and expenses (including legal expenses) awarded against or incurred or paid by us as a result of, or in connection with:
14.2.1. breach of any warranty given by you in relation to your website;
14.2.2. any claim that your website infringes the patent, copyright, trade mark or other intellectual property rights of any other person, except to the extent that the claim arises from compliance with any terms stipulated by us; and
14.2.3. any act or omission by you or your employees, agents, or sub-contractors in performing your obligations under these Terms & Conditions.
15.1. We make no warranty or representation that our website, the Program, or Service Packages sold through the Program will meet your requirements or those of your visitors, that they will be of satisfactory quality, that they will be fit for a particular purpose, that they will not infringe the rights of third parties, that they will be compatible with all systems, that they will be secure and that all information provided will be accurate.
15.2. We make no guarantee of any specific results from the use of our website, authoring tool, or from enrolment in the Program.
15.3. We make no guarantee that our website shall remain functional and accessible to all users of the internet.
16.1. We shall not be responsible to you for any incidental or consequential damages, including but not limited to loss of profits, loss of business, loss of opportunity, or any other economic loss, even if such loss is foreseeable or if we have been informed of the possibility of such loss.
16.2. The maximum liability that we will have to you for any breach of our contractual obligations, breach of warranty, representation, statement, or tortious act or omission, including negligence, arising under or in connection with these Terms & Conditions or the Agreement shall be limited to 10 lei.
16.3. Although the provisions in these Terms & Conditions remain in effect, we cannot limit our liability to you in the case of death or injury resulting from our own negligence or that of our employees, agents, or sub-contractors.
17. Term and Termination
17.1. These Terms & Conditions and The Agreement shall come into force and become binding on the Commencement Date and shall continue in force for a period of 12 months from that date (the “Initial Term”). Following the Initial Term, your enrolment in the Program shall be renewed automatically for successive periods of 12 months (each a “Renewal Term”) unless and until terminated in accordance with this Clause 17.
17.2. Either Party may terminate the Agreement by giving 10 Business Days’ prior written notice to the other:
17.2.1. at any time where the other Party has committed a material breach of these Terms & Conditions or the Agreement and such breach has remained unremedied 10 Business Days after receiving written notice of that breach; or
17.2.2. if the other Party goes into liquidation, whether it is compulsory or voluntary (except for the purpose of genuine reconstruction or merger with prior written consent from the other Party), or enters into a settlement with its creditors or creates any arrangement with them, or makes a general transfer for the benefit of its creditors, or if it has a receiver, manager, administrative receiver, or administrator appointed over its whole or substantially its entire undertaking or assets, or if it stops or threatens to stop carrying out its business, or makes a significant change in its business, or if it experiences any similar process under any foreign law, it shall be deemed a breach of these Terms & Conditions.
17.3. Either Party may request the termination of the Agreement at the end of the Current Term for any reason provided that written notice is given at least 10 Business Days before the end of the Current Term.
17.4. Upon the termination of the Agreement for any reason, you shall remove the links established under these Terms & Conditions.
17.5. Upon the termination of the Agreement for any reason, all licenses granted shall also terminate.
17.6. In the event that we terminate the Agreement in accordance with Sub-clause 17.2.1, any Commission owed to you at that time shall be forfeited.
18.1. Each Party (a “Receiving Party”) shall keep the Confidential Information belonging to the other Party (a “Supplying Party”) confidential and secret and shall not use or disclose or make the Confidential Information available, directly or indirectly, to any person other than its officers and employees who need the Confidential Information to enable the Receiving Party to perform its obligations under these Terms & Conditions and provided that such officers and employees are also obliged to keep such Confidential Information confidential and secret. The foregoing obligations shall not apply to any information acquired by the Receiving Party which:
18.1.1. at the time of its acquisition was in the public domain, or
18.1.2. at a later date comes into the public domain through no fault of the Receiving Party.
18.2. Each Party hereby agrees and undertakes:
18.2.1. that all Confidential Information shall be and shall remain at all times the sole and exclusive property of the Supplying Party;
18.2.2. that its right to use Confidential Information shall wholly cease upon the termination of the Agreement; and
18.2.3. upon the termination of the Agreement, all material that contains Confidential Information (including any digital media) or any part of it, and all copies of such material, shall be returned to the Supplying Party.
19. Force Majeure
Neither Party under these Terms & Conditions shall be held responsible for any inability or delay in fulfilling their obligations due to any cause beyond their reasonable control. Such causes may include but are not limited to, power outages, failure of Internet Service Providers, strikes, riots, fires, floods, storms, earthquakes, terrorist attacks, war, governmental actions, or any other event that is beyond the control of the affected Party.
The Parties agree that if any of the provisions of these Terms & Conditions are found to be unlawful, invalid, or unenforceable, such provision(s) shall be considered separate from the rest of the Terms & Conditions. The remaining provisions shall remain valid and enforceable.
Unless otherwise specified in these Terms & Conditions, both Parties agree that all notices related to the Agreement shall be in writing and can be transmitted via email to the other Party's Registered Email Address.
22.1. These Terms & Conditions represent the complete and exclusive agreement and understanding between the Parties, and they replace all prior oral or written agreements, understandings, or arrangements regarding the Program or the Parties' relationship. Neither Party can rely on any agreement, understanding, or arrangement that is not expressly stated in these Terms & Conditions, except for any fraudulent representation.
22.2. Unless otherwise expressly provided elsewhere in these Terms & Conditions, the Agreement may be varied only by a document signed by both of the Parties.
23.1. No Waiver – The Parties acknowledge and agree that any failure by either Party to enforce the performance of any provision in these Terms & Conditions shall not constitute a waiver of the right to subsequently enforce that provision or any other provision of these Terms & Conditions. Such failure shall not be considered as a waiver of any preceding or subsequent breach and shall not create a continuing waiver.
23.2. Non-exclusivity – The relationship between the Parties shall be and shall remain non-exclusive. Both parties are free to enter into similar relationships with other parties
23.3. Non-assignment – You may not assign any or all of your rights or obligations under these Terms & Conditions or the Agreement without our prior written consent, such consent is not to be unreasonably withheld.
23.4. These Terms & Conditions and the Agreement shall be governed by the laws of Romania.
23.5. Any dispute between the Parties relating to the Agreement shall fall within the jurisdiction of the courts of Romania.