AFFILIATES TERMS & CONDITIONS
By accessing, browsing, or otherwise signing up for the affiliate program, you represent that:
- You are of a legal age to from a binding contract with Harmony Hatch Sdn Bhd.
- You have the authority to enter into these terms personally or on behalf of the entity you represent. If you do not agree to be bound by these terms, you may not access or sign up to Ommi affiliate program.
The “Effective Date” of this Agreement is the date on which the you sign up for the Affiliate Program.
The terms of the Affiliate Program (“Agreement”) is entered into by and between Harmony Hatch Company, a Malaysia company (“Ommi”) and the person or entity signing up for the Affiliate Program (“Affiliate Partner/You”).
In consideration of the terms and conditions set forth below, the parties agree as follows:
Subject to the terms and conditions of this Agreement, Ommi hereby grants to Affiliate Partner during the term a limited, non-transferable, revocable and non-exclusive right to market and refer Ommi’ Products and/or Services to prospective customers.
- Scope of the Referral Process
- Qualified Referrals:
Affiliate Partner is eligible to receive a referral commission only if Affiliate Partner submits a referral to Ommi which meets the requirements set forth under this Agreement (“Qualified Referral”). Ommi shall, at its sole discretion, decide whether a referral constitutes a Qualified Referral.
Affiliate Partner shall submit all referrals through the referral URL provided by Ommi for the same (“Referral Link”).
For abundant clarity, a referral submitted by Affiliate Partner through any other mode of communication, including without limitation, via a phone call or an e-mail including self-referrals shall not be considered Qualified Referrals.
- Negotiation Rights:
Affiliate Partner agrees not to negotiate terms or make commitments on behalf of Ommi. Ommi shall collect the applicable subscription charges for the Ommi Products and/or Services directly from the Customer.
Affiliate Partner shall be entitled to a commission only if a Qualified Referral turns into a paying Customer of Ommi within three (3) months from the date a referral is submitted by the Affiliate Partner (“Conversion Period”) and with a subscription term equal to or greater than one (1) month. On a case-by-case basis, the parties may mutually agree in writing to waive or extend the Conversion Period for a Qualified Referral.
- Ineligible Referrals:
When someone subscribes to an Ommi Products and/or Services pursuant to the Affiliate Partner’s sales and marketing efforts in accordance with this Agreement, Ommi shall, at its sole discretion determine if such subscriber is a Qualified Referral. Referrals ineligible for a referral commission are set forth as per described below.
- Existing customers Referrals who are Ommi’ existing Customers prior to the referral are not eligible to receive referral commission.
- Existing Opportunities: Referrals that convert into leads that are materially the same (i.e., same entity) as opportunities that are in Ommi’ or Ommi’ resellers active sales process at the time of the referral or were in process during the ninety (90) days prior to the referral submission, are not eligible for referral commission.
- Failure to Follow Process: Referrals where the Affiliate Partner has failed to follow the process set out in this agreement are not eligible for referral commission.
Referral Link: Referrals submitted by the Affiliate Partner without using the Referral Link or before signing up for the Affiliate Program are not eligible to receive any commissions under this Agreement.
- Commision will be subject to Ommi range of product, pricing and combo(if any).
- Commision will be released to affiliate account as provided during registration.
- Affiliate Partner Responsibilities
- A. Affiliate Partner represents and warrants that it shall:
- Not send unsolicited communications, junk email, spam or other forms of duplicative or unsolicited messages to leads.
- Not use banners or links on newsgroups, chatrooms, message boards, banner networks, hit farms, guest books etc.
- Not run any pay-per-click campaigns competing with Ommi advertising activity.
- Not engage in excessive telemarketing activities for promoting Ommi Products and/or services.
- Not promote Ommi on sites containing unlawful, hateful, abusive or pornographic content.
Not promote Ommi by promoting incentive programs such cash back, vouchers, retro-commission, or any other derivative incentive programs aiming to offer a lower pricing than Ommi.
Intellectual Property Rights
Ommi and its licensors retain all right, title and interest (including all patent, copyright, trademark, trade secret and other intellectual property rights) in and to Ommi products and/or services.
Ommi hereby grants Affiliate Partner, a term based, territory based, revocable right to display, publicly perform and publish Ommi trade name, logo or trademark (“Marks”) solely with regard to the promotion of the Ommi products and/or services to potential customers.
While in exercise of rights under this license, it shall be the responsibility of Affiliate Partner to ensure that :
- The Marks are used only to denote the origin and ownership of Ommi products and/or services.
- It will comply with Ommi effective policies (current or updated version thereof) relating to the use of its marks.
- It shall not materially modify the marketing materials provided by Ommi in any way that causes Affiliate Partner to misrepresent the technical capabilities, features or functions of the Ommi products and/or services. It is clarified that Affiliate Partner will not, by virtue of the foregoing license, acquire any right, title or interest in Ommi Marks or Products and all rights thereto are reserved by Ommi.
Each party (as “Receiving Party”) will use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care) to :
- Not use any Confidential Information of the other party (the “Disclosing Party”) for any purpose outside the scope of this Agreement.
- Except as otherwise authorized by the Disclosing Party in writing, limit access to Confidential Information of the Disclosing Party to those of its employees and contractors who need that access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections not materially less protective of the Confidential Information than those herein. If Receiving Party is required by law or court order to disclose Confidential Information, then Receiving Party shall, to the extent legally permitted, provide Disclosing Party with advance written notification and cooperate in any effort to obtain confidential treatment of the Confidential Information. The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore that upon any such disclosure by the Receiving Party, the Disclosing Party will be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law. To the extent the information shared under this Agreement constitutes personal data as defined under applicable data protection laws, both Affiliate Partner and Ommi will comply with the same. Any personal data of the Affiliate Partner that Ommi may receive shall be processed in accordance with Ommi private policy which is included herein by reference.
This Agreement will continue until either party terminates this Agreement. Ommi may terminate this Agreement at any time without cause and without liability upon intimation to the Affiliate Partner.
Affiliate Partner may terminate this Agreement upon sixty (60) days written notice to Ommi. Ommi may also immediately terminate this Agreement for:
- >Any breach of this Agreement by the Affiliate Partner
- Bringing in spam leads or failing to bring in sufficient Qualified Referrals who turn into paying Customers during the term of this Agreement.
- Bringing in leads with an abnormal amount of credit card rejection occurring extra-payment fees.
- Any case of fraud suspected or activity exploit terms and conditions as per described by the affiliate program agreement.
- Effect of Termination
- Upon termination of this Agreement, Affiliate Partner agrees to cease all marketing and promotional activities and all further use of the Ommi products and/or services, and the parties shall return or confirm destruction of the other party’s Confidential Information provided pursuant to this Agreement.
Ommi may provide links or access to third party software or services. The use of any such third-party software and services are governed by the terms of the third-party provider and are binding on Affiliate Partner. Ommi does not provide any warranties and has no liability or obligations to the Affiliate Partner, with respect to usage of such third-party software and services including the GetRewardful Account created by the Affiliate Partner.
Affiliate Partner will indemnify and hold Ommi and its affiliates harmless against any claim brought by a third party against Ommi and its respective employees, officers, directors, and agents arising from or related to use of the Marks by Affiliate Partner in breach of this Agreement.
Limitation of Liability
10.1 Neither party shall be liable for any exemplary, special, indirect, consequential or incidental damages of any kind (including without limitation lost profits, loss of use, loss of business, or loss of profit or revenue), even if such party has been advised of the possibility of such damages. The limitations on either party’s liability under this section shall not apply to lability for death, personal injury of a physical nature or damage to tangible property caused by either party’s gross negligence or intentional misconduct.
The foregoing states the entire liability of each party with regard to this agreement, the products and/or services provided hereunder.
Governing Law and Dispute Resolution
This Agreement shall be governed by the laws of Malaysia, without regard to conflict of laws principles. Any dispute or claim arising out of or relating to this Form shall be determined by arbitration in Singapore. The arbitration shall be administered by Malaysia competent authority pursuant to its arbitration rules and procedures.
A. Injunctive Relief:
The Affiliate Partner expressly agrees that Ommi shall be entitled to injunctive and other equitable relief in the event of, or to prevent, a breach of any provision of this Agreement by the Affiliate Partner. Resort to such equitable relief, however, shall not be construed to be a waiver of any other rights or remedies that the Ommi may otherwise have under law.
Except to its affiliates and/or within group companies, neither Party shall assign any part of this Agreement or its respective rights or obligations under this Agreement without the prior written consent of the other Party (which consent shall not be unreasonably withheld). Subject to the foregoing restrictions, this Agreement will be fully binding upon, inure to the benefit of and be enforceable by the Parties and their respective successors and assigns.
From time to time, Ommi may modify this Agreement. Unless otherwise specified by Ommi, changes become effective for Affiliate Partner after the updated version of this Agreement goes into effect.
- Severability – No Waiver:
If any provision in this Agreement is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by applicable law, and the remaining provisions of this Agreement shall remain in effect. Delay or non-exercise of any right under or provision of this Agreement by either party does not constitute a waiver of that right or provision of this Agreement.
Sections 4 (Intellectual Property), 5 (Marketing), 6 (Confidentiality), 9 (Indemnification), 10 (Limitation of Liability), 11 (Governing Law), 12 (F) (Survival), 12 (H) (Notices), 12 (I) (Entire Agreement) and will survive any termination of the Agreement. Termination of this Agreement will not limit either party’s liability for obligations accrued as of or prior to such termination or for any breach of this Agreement.
- Relationship between the Parties:
The Parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship among the Parties.
All notices to be provided by either Party to the other under this Agreement may be delivered in writing by email or postal delivery service (“Courier”) to the contact mailing address provided by the parties.
- Entire Agreement:
This Agreement, together with Ommi Business Partner Standards of Conduct constitutes the entire agreement and supersede any and all agreements between Ommi and Affiliate Partner with regard to the subject matter hereof.
13.1 Customer means a Qualified Referral that has entered into an agreement with Ommi to procure the Ommi products and/or services pursuant to the Affiliate Partners marketing and promotional activities under this Agreement.
13.2 Affiliate Program means the program initiated by Ommi where entities and persons who sign up as Affiliate Partners are required to market and refer eligible Ommi products and/or services to prospective customers in consideration for a commission from Ommi.
Please be advised that, as per our program guidelines, we strictly enforce a "one account per affiliate" policy. In order to maintain fairness, transparency, and optimal program performance, we have no choice but to terminate one of the duplicate accounts without further notice.
We understand that this may cause inconvenience, but it is crucial for us to ensure the integrity of our affiliate program and provide equal opportunities for all participants.
Rest assured, the termination will not affect your remaining affiliate account, which will remain active and eligible for commissions and benefits as per our existing terms and conditions.