General Terms and Conditions for Agents

By becoming an Agent on behalf of SIA Trade Capital (Company), you (Agent) are agreeing to be bound by the following terms and conditions (T&C) as well as the Terms of Service and Privacy Policy of the Website (WatchesB2B.com). The Agent acknowledges that these T&C are an Agreement between the Agent and the Company in regards to the Agent Area (Program), even though it is electronic and is not physically signed by the Agent and the Company. The Agreement regulates the use of the Program and the relationship between The Agent and the Company. The Company reserves the right to update and change the T&C, and notify the Agent regarding those changes and/or updates. Any new features added or changes made to the current operations of the Program shall likewise be subject to these Terms and Conditions. If any changes made to these T&C are not acceptable at any point, the Agent is obliged to stop accessing the Agent Area of the Website by canceling the account.

Definitions

Website – WatchesB2B.com is the e-commerce wholesale platform owned and operated by SIA Trade Capital (Company), registration No. 44103121968, located in Latvia, Europe. The Agent – a representative of the company, an independent contractor, but not an employee. Agreement – the goods and services of the Company, Website and Program that are supplied under these General Terms and Conditions. Client – a private or legal entity, a customer of the Company attracted by the Agent, a third party. Program – Services offered by the Company to the Agent, that include the use of Website, tools and products provided through the Website, and all software, data, text, images, and content made available through the Website, or another online or off-line way. The program also includes the Agent’s login details and email address. Likewise, any marketing materials provided to the Agent by the Company. Referral link – an URL generated especially for each agent. Territory – the geographical area in which the Agent operates. Confidential Information – each item of confidential and proprietary information, and the intellectual property rights therein, disclosed by one party to another, including without limitation any financial information, procurement and purchasing requirements, business forecasts, sales and marketing plans as well as information and customer lists relating to either party.

Scope of the Program

A natural or legal person becomes the Agent when registers on the Website and accepts these T&C as a binding Agreement with the purpose to attract new Clients and receive the commissions in return. This cooperation Agreement is not an employment contract. By accepting these T&C as the cooperation Agreement the Agent can start and maintain his own independent business.  The Agent may access and use the Program only for business purposes.

To create an account, The Agent must:

  • Be at the age of 18+ years.
  • Be a natural person or a legal entity.
  • Be a human. Accounts registered by any automated methods are prohibited.
  • Provide a full legal name, a valid email address, and other information requested to complete the sign-up process. No information provided can lead to misrepresentation of yourself. Assuming someone else’s identity while using the Program or Website is not permitted.
  • Be responsible for maintaining the security of your username and password. The Company cannot and will not be held accountable for any loss or damage resulting from the Agent’s incapability to comply with this security obligation.
  • Be responsible for all activity that occurs under their account.
  • Not use the Program or Website for any illegal or unauthorised purposes. The Agent must not, during the use of the Program or anything associated with it and the Company, violate any laws (including, but not limited to copyright laws).
Violation of any of these conditions will terminate the Agent’s account and Agreement between both parties.

Agent’s obligations and undertakings

The Agent attracts new Clients, controls, monitors and promotes the sale within the Territory, as well as develops trustworthy and respectful relationships with Clients. The Agent represents products and services to any third parties in a professional manner and refrains from any conduct that is or could be detrimental to the reputation or integrity of the Agent, the Company or its services and products. The Agent is responsible for presenting and maintaining the good image of the Company and uses all reasonable efforts to comply with any instructions provided by the Company. The Agent lawfully collects, records and maintains all relevant customer information to ensure their Client’s satisfaction and customer management. The Agent is responsible for the safety of any collected data. The Agent is responsible for providing full customer service to his/her Client as long as the respective Client is using the Agent’s referral link, and the Agent continues to receive any commissions from their orders. The Agent responds to questions and service requests from his/her recruited Client promptly and effectively. The Agent is responsible for paying taxes, including, without limitation, all federal, state, and local personal and business income taxes, sales and use taxes, and any other if applicable in the Territory. All traveling, office, clerical, maintenance, and/or general expenses that may be incurred by the Agent in connection with this Agreement are borne wholly by the Agent unless explicitly agreed to by the Company in writing before incurring such expenditure. The Agent shall submit at least one order in 6 months to remain inactive commission status.

Contents of orders, acceptance

Products shall not be sold to third parties for more or less than the base price set by the Company (with or without discounts). A Client is provided with an opportunity by the Agent to register on the Platform themselves by adding the Agent’s referral link, thus creating a sub-account. Once a Client is registered via the Agent’s referral link, the Client’s account is automatically connected with the Agent’s account for all future orders. This entitles a Client to get an additional 2% discount for the first order (depending on the order subtotal amount). The Client provides shipping, billing and any other details for the invoice. The billing details must correspond with the payee details (natural or legal entity) of the transfer received. The Agent’s details are not displayed on the invoice. The Agent’s Client is only allowed one sub-account. If any schemes are discovered in this regard, both accounts of the Agent and their Client are terminated. The Agent is solely responsible for their Clients actions within the Program and on the Website. The Agent can monitor orders and activities of their Client through his/her account on the Website.  The Agent is permitted but not obliged to collect orders from Clients in Microsoft Excel documents or by providing them with a paper order form.  The Agent is permitted but not obliged to create a sub-account on every new recruited Client’s behalf by adding their referral link. In this case, the Agent is responsible for maintaining their Client’s sub-account, placing orders in it, making sure all billing and shipping details are correct for every order, and the personal information of their Client, log-ins and passwords are kept confidential, and are available and being used only by the Agent. For manually created and maintained sub-accounts the Agent is permitted but not obliged to charge a service fee from their Client. The amount of the service fee, if any, is determined by the Agent. The Agent sends the Company a new clients list weekly for comparison. The Company promises to check if a Client has registered a new account and/or placed an order without the Agent’s link. If such a Client is discovered, the Company connects the Client’s account to the Agent manually. This does not apply upon the discovery of an existing long-term account on the Website. The Agent shall not:
  • license, sublicense, sell, resell, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Program available to any third party, other than as expressly permitted by these T&C, or use the Program in any unlawful manner or in any manner that interferes with or disrupts the integrity or performance of the Program or the Website, its components and/or anything related to the Company;
  • modify, adapt or hack the Website to delusively imply any association with it or the Company, or attempt in any way to gain unauthorized access to the Website and/or its related systems and/or networks.

Subject only to the limited right to access and use the Program and content of the Website, granted to The Agent under these T&C, all rights, title and interest in and to the Program and its components belong exclusively to the Company.

The Agent is responsible for the representation of all information, data, text, messages and/or other materials (e.g. images, videos, etc.) that are posted or otherwise circulated online or off-line by the Company about the Program or the Company.

The Agent is responsible for any information being posted or otherwise circulated online or off-line by themselves about the Program or the Company. The Agent is solely held accountable for any information circulated in this regard that may cause misrepresentation or damage the reputation of the Company or the Program.

The Agent is responsible for maintaining the confidentiality of their login and account and is fully responsible for any activities that occur under their login or account. The Agent consents to and acknowledges that their login may only be used by 1 (one) person, the Agent themselves. Login shared by multiple people is prohibited.

The Company reserves the right to access any account through the Website to respond to Agent’s requests for technical support. The Company maintains appropriate administrative, physical and technical safeguards for protection of the security, confidentiality and integrity of the Agent’s data. The Company shall not disclose data to any third parties except if required by law or if permitted by the Agent.

The Company uses reasonable efforts to notify The Agent of any planned downtime of the Website. It can be done by privately contacting the Agent via email or by posting on the Website.

The failure of the Company to exercise or enforce any right or provision of these Terms and Conditions shall not be a waiver of that right.

Company’s undertakings

The Company complies with all applicable legal requirements and undertakes to fully implement, maintain and promote adequate procedures for handling customer support matters and warranty services, to the sole satisfaction of the supplier.

The Company reserves the right to contact any Client directly to whom the Agent has sold products to determine their satisfaction with the Agent’s work, services and/or products.

The Company provides onboarding as well as training if needed, learning materials, advisory and daily support to the Agent.

The Company maintains sufficient stock of products to ensure that the Agent can comply with his/her obligations under this Agreement. The company informs the Agent in case of stock insufficiency in which case replacements or refund is provided.

Commissions and Payouts

The Company calculates a 10% Agent’s commission on the first order from every newly registered Client who has used the agent’s referral link or whom the Agent has registered on the platform using his/her referral link.

The Company calculates a 3% commission for The Agent on any following order (starting from the second-order) from an existing Client.

Commissions are calculated from the subtotal cart value of the order (after discount, if applicable, excluding shipping costs).

Commissions exclude taxes imposed by taxing authorities in The Agent’s country of residence, and the Agent shall be responsible for payment of all such taxes after a payout is executed.

Payouts will be executed during the first week of every month in EUR, GBP or USD currencies.

The payouts section allows the Agent to monitor the earnings directly from inside the Agent area.

All payouts will be executed via the following methods:

  • Direct wire transfer – electronic funds transfer from one person or institution (entity) to another. This is the most often used option for payouts. A valid account number is required.
  • Wise (Formerly TransferWise) – Wise is a London-based financial technology company. It’s the fastest way to send and receive funds internationally, and the transfer fees are comparatively low.

For customised payment methods if none of the above works, the Agent must contact the Company.

The Company promises to carry out any pending payouts to the Agent before the cancellation of their account. 

The Company retains the right not to carry out any pending payouts to The Agent if the cancellation of their account is the result of unlawful or otherwise objectionable actions or violations of these T&C as determined by the Company.

Cancellation And Termination

The Agent is responsible for properly canceling their account. It can be done at any time by sending an email to [email protected] with a request to cancel the account.

Any data and information in the account will be deleted and cannot be recovered once it is canceled.

If the Agent has not registered any new clients during a calendar 6 (six) month period, their account may be deleted.

The Company has the right to suspend or terminate the account and/or refuse current or future use of the Program, or any other service provided on the Website and/or by the Company, for any reason at any time. This also includes any force majeure circumstances. Such termination will result in the deactivation or deletion of an account or access to it, and the forfeiture and relinquishment of all data in it.

The Company promises to use all reasonable efforts to contact The Agent directly via email before the suspension or termination of an account. Any suspected fraudulent, abusive, or illegal activity that may be the reason for termination, may be referred to appropriate law enforcement authorities.

At any time and for any reason, upon the request of the Company or the termination of this Agreement, the Agent shall immediately and completely cease to use all customer lists, customer data, trademarks, insignia, symbols, and intellectual property related to the Program and/or the Website. 

The Company shall pay Agent’s commissions only on orders received before the effective date of termination.

Notices & Amendments 

Any notice required under or with respect to this Agreement shall be deemed given if put in writing and/or sent via email. 

The Company reserves the right at any time to modify or discontinue, temporarily or permanently, the Program (or any related part thereof) with or without notice.

The Company retains the right to increase or decrease the amount of the commission earned by The Agent in the Program. Such information may be provided at any time by posting the changes on the Website or by informing The Agent via email.

Starting from the date the changes come into force all commissions will be calculated with the updated rate. Any commissions calculated before the changes come into force will retain the previous rate.

The Company shall not be liable to The Agent or any third party for any modifications, commission change, suspension or discontinuance of the Program or the Website.

Copyright And Content Ownership

The Agent is permitted to use all available information on the Website and all materials and information provided by the Company:

  • Log-in details;
  • Instructions;
  • Texts and images;
  • Marketing materials, such as PDF catalogues, leaflets, etc.;

 

The Agent prints marketing materials provided by the company at their location. Printing expenses are covered by the company based on the handed in relevant receipts. Printing expense payouts are carried out once a month at the same time as commissions if not mutually agreed differently.

All additional content the Agent circulates to any third party regarding the Program must comply with the EU copyright law.

All additional content or information the Agent creates and/or circulates to any third party regarding the Program must not in any way harm the reputation and good image of the Company, Website or the Program.

The Company claims intellectual property rights over the content the Agent gains access to via the Website, the Program or email. The Company claims no intellectual property rights over the content the Agent decides to produce on their own as long as it complies with these T&C.

General Conditions

Technical support is only provided to registered Agents of the Program and is only available via email [email protected]

The Agent asks any questions about the T&C to email: [email protected].

The Agent understands that the Company uses third-party hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Program and the Website.

The Agent must not modify, adapt or hack the Program, or modify another website to falsely imply that it is associated with the Program, the Company, the Website or any other related platforms and/or services.

The Agent agrees not to reproduce, duplicate, copy, sell, resell or exploit any part of the Program, computer code that powers the Program, or access to the Program without the permission of the Company.

The Agent must not transmit any viruses or any code of a destructive nature towards the Program or Website.

The Company has the right to ask to remove any Content from The Agent’s private channel or to stop circulating any Content in relation to the Company and the Program that we determine in our sole discretion to be unlawful, offensive, threatening, libelous, disparaging, obscene or otherwise objectionable or that violates any party’s intellectual property or these T&C. The Agent agrees to comply with this condition.

Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Agent’s Client, a direct Client of the Company, partner or employee will result in immediate account termination.

The Company does not guarantee that the Program will meet The Agent’s specific standards or requirements, the service will be entirely uninterrupted or error-free, the quality of any products, services, information, or that any material obtained by The Agent or any third party through the Program or its related platforms will adhere to any individual’s specific expectations.

The Agent understands and agrees that the Company shall not be liable for any damage or loss resulting from inappropriate use or the Agent’s inability to use the Program and Website, or statements and/or conduct of any third party in relation to the Program, website or anything related to the Company.