Updated 6 September 2021

Master Campaign Agreement


1. Introduction

1.1 This Master Campaign Agreement together with any applicable EIOs (collectively the “Agreement”) is made and entered into by and between (i) ZALORA South East Asia Pte. Ltd. on behalf of its group companies namely; Jade E-Services Singapore Pte. Ltd., Jade Eservices Malaysia Sdn. Bhd., PT. Fashion Eservices Indonesia, BF Jade E-Services Philippines Inc, and Zalora (Hong Kong) Ltd ("ZALORA”, “Advertiser” or "we"), and (ii) you (“Community Influencer or “you”), the party who wishes to become a Community Influencer in ZALORA’s Community Influencer Program (“Community Influencer Program“ or “CIP”). The terms and conditions contained in this Agreement apply to your participation in the Community Influencer Program and the utilisation of the platform used for it, which is located at www.impact.com (the “Platform”). For the avoidance of doubt, the Platform is owned and operated by Impact Tech, Inc. (“Impact”). ZALORA and the Community Influencer shall each be referred to as a “Party” or collectively as “Parties”.

1.2 When signing up to become a Community Influencer, you agree that you have not used any aliases or other means to mask your true identity or contact information.

1.3 Each Community Influencer Program campaign listed on the Platform (a “Campaign”) may be for any campaigning by ZALORA or a third party (each such third party a “Client”) and may link to a specific website for that particular Campaign (“Program Web Site”). Furthermore, each Campaign may have additional terms and conditions on pages within the Platform and are incorporated as part of this Agreement.

1.4 The Community Influencer shall be able to view specific terms of engagement for the Community Influencer Program or specific Campaigns in individual insertion order (“Electronic Insertion Orders” or “EIOs”) on the Platform. Each Order constitutes a binding contract incorporating the terms of this Agreement. EIOs may contain any supplemental terms and conditions agreed between the Parties and are created using the ‘Insertion Order’ function on the Platform. The EIOs may specify the actions and qualifying parameters that entitle the Community Influencer to commission from the Advertiser. By carrying out the actions set out in an EIO, the Community Influencer agrees to any additional terms of that particular EIO.

1.5 The Community Influencer agrees to the terms of the EIO which is applicable to the payment method (i.e., cash or Cashback) which the Community Influencer selects at the CIP sign-up page. Such EIO is attached to this Master Campaign Agreement as Appendix A. The Community Influencer agrees that this EIO and may be updated in accordance with Section 7 of this agreement.

1.6 Impact shall be a facilitator for the relationship between Advertisers and Community Influencer and shall not be an active party to the Agreement. Accordingly, the terms of the EIOs are strictly between Community Influencer and Advertiser.

2. Entering into Electronic Insertion Orders

2.1 The Parties acknowledge and agree that: the Advertiser may propose an EIO in the “Insertion Order” section of the Platform interface and that the Platform’s functionality may then be used by the Community Influencer to decline or accept an EIO.

2.2 Community Influencer makes no guarantee or representation that it will generate any Action(s) and Advertiser makes no guarantee or representation that the Community Influencer will be successful in earning any commission.

3. Term and Termination

3.1 The Agreement shall commence on date on which it is accepted by the Community Influencer and shall continue thereafter until terminated as provided herein. You may terminate your participation in the Community Influencer Program at any time by removing all Links from your Media, deleting all copies of the Links. We may terminate your participation in one or more Campaigns or this Agreement at any time and for any reason which we deem appropriate with or without prior notice to you by disabling the Links or providing you with a written notice. Upon termination of your participation in one or more Campaigns or this Agreement for any reason, you will immediately cease all use of and delete all Links, plus all ZALORA or Client intellectual property, and will cease representing yourself as a ZALORA or Client affiliate for such one or more Campaigns. All rights to validly accrued payments, causes of action and any provisions, which by their terms are intended to survive termination, shall survive any termination.

3.2 EIOs: Each individual EIO shall continue until the earlier of: (a) the expiration of it; or (b) a Party terminating the EIO pursuant to the terms of the Agreement.

3.3 Further Consequences of Termination: On the expiration or earlier termination of each EIO or the Agreement:

  1. a. the Community Influencer shall refund the Advertiser any monies, if any, in relation to unfulfilled obligations that the Advertiser has paid the Community Influencer in advance;
  2. b. the Advertiser shall remain obligated to compensate the Community Influencer for commission earned prior to the expiration or termination of the EIO;
  3. c. license to the Links, plus all ZALORA or Client intellectual property shall terminate; and
  4. d. the Community Influencer shall either destroy or promptly return to the Advertiser all copies, in whatever medium, of the Advertiser’s Confidential Information.

4. Obligations of the Parties

4.1 Subject to your continued compliance with the terms and conditions of this Agreement, ZALORA agrees as follows:

  1. (a) We will make available to you via the Community Influencer Program graphic and textual links to the Program Web Site and/or other creative materials (collectively, the "Links") which you may display on websites and social media accounts owned or controlled by you, in emails sent by you and clearly identified as coming from you and in online advertisements (collectively, "Media"). The Links will serve to identify you as a member of our Community Influencer Program and will establish a link from your Media to the Program Web Site.
  2. (b) We will pay Community Influencer a commission amount, as specified in the applicable Insertion Order, for each Qualified Action (the "Commission"). The Commission may also be referred to as “Default Payout” in the EIO. A "Qualified Action" means a purchase made on the Program Web Site by an individual person who (i) accesses the Program Web Site via the Link, where the Link is the last link to the Program Web Site and a purchase is made within seven (7) days from the last link/click, (ii) is not a computer generated user, such as a robot, spider, computer script or other automated, artificial or fraudulent method to appear like an individual, real live person, (iii) is not using prepopulated fields (iv) completes all of the information required for such action within the time period allowed by ZALORA, (v) is not a registered Community Influencer, and (vi) is not later determined by ZALORA to be fraudulent, incomplete, unqualified or a duplicate.
  3. (c) We will pay you any Commission earned on Qualified Actions in either the form of cash or cashback, depending on which option you have selected. Such selection can be changed from time to time but will only take effect on the first day of the following month. The current and applicable EIO for the Commission shall be shown on Dashboard. Any modifications to the EIO shall be made in accordance with Section 7 of this Agreement.
  4. (d) We will pay you any cash Commissions earned monthly, provided that your account balance is currently greater than the following minimum amounts (as applicable in your country/territory):
    SG: S$15
    MY: MYR80
    HK: HK$80
    ID: IDR300,000
    PH: PHP900
    Accounts with a cash balance of less than the amounts stated above will roll over to the next month and will continue to roll over monthly until the minimum amount is reached.
  5. (e) We reserve the right to charge back to your account any previously paid Qualified Actions that are later determined to have not met the requirements to be a Qualified Action.

4.2 Impact shall generate an invoice on behalf of Community Influencer for all cash Commissions payable under this Agreement. For the avoidance of doubt, Commission is calculated based on the actual amount paid by a customer for a transaction, and this amount shall exclude store credit and/or cashback utilised by the customer.

4.3 For Commission in the form of cash, Impact shall remit cash payments to the Community Influencer based on the invoice generated by Impact. For Commission in the form of cashback, ZALORA shall credit the amount of Commission into the Community Influencer’s ZALORA cashback wallet based on the amount of cashback which is reported in the reporting section of the Platform.

4.4 The Commission rates are determined by ZALORA at its sole discretion and will be displayed on the Platform. Your continued participation in this Community Influencer Program will constitute your acceptance of such rates. All tracking of Links and determinations of Qualified Actions and Commissions shall be made by ZALORA at its sole discretion and based on data provided by Impact, which shall be definitive and conclusive. Unless otherwise stated, each Party is solely responsible for its own banking charges and any and all taxes, charges and levies imposed or to be imposed in accordance with the relevant laws, regulations and practice guidelines in relation to transactions conducted by it under this Agreement.

4.5 If Community Influencer has an outstanding balance due to ZALORA under this Agreement or any other agreement between the Community Influencer and ZALORA, whether or not related to the Community Influencer Program, Community Influencer agrees that ZALORA may offset any such amounts due to ZALORA from amounts payable to Community Influencer under this Agreement.

4.6 Community Influencer also agrees to:

  1. (a) Have sole responsibility for the development, operation, and maintenance of, and all content on or linked to, the Community Influencer’s Media.
  2. (b) Ensure that all materials posted on your Media or otherwise used in connection with the Community Influencer Program (i) are not illegal, (ii) do not infringe upon the intellectual property or personal rights of any third party and (iii) do not contain or link to any material which is harmful, threatening, defamatory, obscene, sexually explicit, harassing, promotes violence, promotes discrimination (whether based on sex, religion, race, ethnicity, nationality, disability or age), promotes illegal activities (such as gambling), contains profanity or otherwise contains materials that ZALORA informs you that it considers objectionable (collectively, "Objectionable Content").
  3. (c) Not make any representations, warranties or other statements concerning ZALORA or Client or any of their respective products or services, except as expressly authorized herein.
  4. (d) Make sure that your Media does not copy or resemble the look and feel of the Program Web Site or create the impression that your Media is endorsed by ZALORA or Clients or a part of the Program Web Site, without prior written permission from us.
  5. (e) Comply with all (i) obligations, requirements and restrictions under this Agreement and (ii) laws, rules and regulations as they relate to your business, your Media or your use of the Links.
  6. (f) Comply with the terms, conditions, guidelines and policies of any third party services used by Community Influencer in connection with the Community Influencer Program, including but not limited to, email providers, social networking services and ad networks.
  7. (g) Always prominently post and make available to end-users, including prior to the collection of any personally identifiable information, a privacy policy in compliance with all applicable laws that clearly and thoroughly discloses all information collection, use and sharing practices, including providing for the collection of such personally identifiable information in connection with the Community Influencer Program and the provision of such personally identifiable information to ZALORA and Clients for use as intended by ZALORA and Clients.
  8. (h) Always prominently post and make available to end-users any terms and conditions in connection with the Campaign set forth by ZALORA or Client, or as required by applicable laws regarding such Campaigns.
  9. (i) Promote only the following voucher codes related to the Campaign unless stated otherwise in writing by ZALORA:
  10. i. Exclusive voucher codes provided directly to them;
  11. ii. Onsite voucher codes that have been provided through the ZALORA onsite campaign calendar; and
  12. iii. Voucher codes that have been provided to them by Impact.
  13. (j) Make sure to not place ZALORA Links on any online auction platform (i.e. eBay, Amazon, etc).
  14. (k) Make sure to not place ZALORA Links on any platforms, websites or channels which contain Objectionable Content.

4.7 The following additional program-specific terms shall apply to any promotional programs set forth below:

  1. (a) Email Campaigns
    i. Community Influencer must provide an opt-out link in the email.
    ii. Community Influencer agrees that failure to provide so and remove all emails from the database before mailing may result in Commission withholdings, removal or suspension from all or part of the Community Influencer Program, possible legal action and any other rights or remedies available to ZALORA pursuant to this Agreement or otherwise.
  2. (b) Advertising Campaigns No Links can appear to be associated with or be positioned on chat rooms or bulletin boards unless otherwise agreed by ZALORA in writing. Any pop-ups/unders used for the Community Influencer Program shall be clearly identified as Community Influencer served in the title bar of the window and any client-side ad serving software used by Community Influencer shall only have been installed on an end user's computer if the function of the software is clearly disclosed to end-users prior to installation, the installation is pursuant to an affirmatively accepted and plain-English end user license agreement and the software be easily removed according to generally accepted methods. (c) Community Influencer Network Campaigns A Community Influencer must be an individual. For a Community Influencer that either maintains its own affiliate network or is part of an affiliate network (each being a "Network"), written consent from ZALORA must be obtained prior to sharing or placing Links on any Network. Such written consent shall be granted at ZALORA’s sole discretion. If this consent is granted, Community Influencer agrees to place the Links in the Network for access and use by those affiliates in the Network (each a "Third Party Affiliate"). Community Influencer agrees that it will expressly forbid any Third Party Affiliate to modify the Links in any way. Community Influencer agrees to maintain its Network according to the highest industry standards. Community Influencer shall not permit any party to be a Third Party Affiliate whose web site, social media or business model involves content containing Objectionable Content. All Third Party Affiliates must be in good standing with Community Influencer. Community Influencer must require and confirm that all Third Party Affiliates affirmatively accept, through verifiable means, this Agreement prior to obtaining access to the Links. The Links must be in the format as communicated to the Community Influencer. Community Influencer shall promptly terminate any Third Party Affiliate who takes, or could reasonably be expected to take, any action that violates the terms and conditions of this Agreement. In the event that either party suspects any wrongdoing by a Third Party Affiliate with respect to the Links, Community Influencer shall promptly disclose to ZALORA the identity and contact information for such Third Party Affiliate. Community Influencer shall promptly remove any Third Party Affiliate from the Community Influencer Program and terminate their access to future Campaigns of ZALORA in the Network upon written notice from ZALORA. Unless ZALORA has been provided with all truthful and complete contact information for a Third Party Affiliate and such Third Party Affiliate has affirmatively accepted this Agreement as recorded by ZALORA, Community Influencer shall remain liable for all acts or omissions of any Third Party Affiliate.

4.8 Community Influencer shall be prohibited to engage in any of the following:

  1. (a) Utilising search engine optimisation for brand bidding using ZALORA’s brand name and any or all of its misspellings;
  2. (b) Utilising search engine optimisation to include ZALORA’s URL in the display URL;
  3. (c) Utilising search engine optimisation to include Community Influencer Links in the destination URL;
  4. (d) Engaging in any and/or all direct marketing strategies through Facebook including paid advertisements utilising ZALORA’s brand; and
  5. (e) Partaking in online marketing campaigns in any and/or all of the following: Affiliate Networks, Torrent sites, Streaming sites, Adult sites, websites promoting abusive, erotic, extremist, radical-political content, sites with content unsuitable for adolescents, drug-related sites, Links on other websites, pop-unders or pop-ups, cookie dropping.
  6. (f) Placing ZALORA marketing campaigns, ZALORA’s URL, ZALORA’s brand name on any online auction or e-commerce platforms (e.g. Lazada, Shopee, Qoo10, Tokopedia, Bukalapak, Amazon, etc);
  7. (g) Placing ZALORA marketing campaigns, ZALORA’s URL, ZALORA’s brand name on any sites linked to alcohol, tobacco, religious, social casino games, Objectionable Content and political content; and
  8. (h) adding web extensions/browser extension/plug-ins anywhere on the ZALORA website.

4.9 ZALORA shall not pay any Commissions to Community Influencer on orders which are returned by its customers, any invalid orders or any orders which involved using voucher code from any other program (except where permitted by Zalora) or the codes not communicated to the Community Influencers. In the event of partial returns of orders, ZALORA shall extend Commissions only on that part of the order which is successfully completed and has not been returned. For the avoidance of doubt there shall be no Commissions payable on any returned part of an order.

5. Intellectual Property and Confidential Information

5.1 We grant you a non-exclusive, non-transferable, revocable right to use the Links and to access our web site through the Links solely in accordance with the terms of this Agreement, for the sole purpose of identifying your Media as a participant in the Community Influencer Program and assisting in increasing sales through the Program Web Site.

5.2 You may not alter, modify, manipulate or create derivative works of the Links or any ZALORA graphics, creative, copy or other materials owned by, or licensed to, ZALORA in any way. You are only entitled to use the Links to the extent that you are a member in good standing of the Community Influencer Program. We may revoke your license anytime by giving you written notice. Except as expressly stated herein, nothing in this Agreement is intended to grant you any rights to any of ZALORA's trademarks, service marks, copyrights, patents or trade secrets. You agree that ZALORA may use any suggestion, comment or recommendation you choose to provide to ZALORA without compensation. All rights not expressly granted in this Agreement are reserved by ZALORA.

5.3 Confidential Information. Except as otherwise provided in this Agreement or with the consent of ZALORA, you agree that all information, including, without limitation, the terms of this Agreement, business and financial information, customer and vendor lists, and pricing and sales information, concerning us or any of our affiliates provided by or on behalf of any of them shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by you for any purpose other than your participation in the Community Influencer Program, except and solely to the extent that any such information is generally known or available to the public through a source other than you. Community Influencer shall not use any information obtained from the Community Influencer Program to develop, enhance or operate a service that competes with the Community Influencer Program, or assist another party to do the same.

6. Representations, Disclaimers and Indemnification

6.1 Representations and Warranties: You hereby represent and warrant that this Agreement constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms and that you have the authority to enter into this Agreement. Subject to the other terms and conditions of this Agreement, ZALORA represents and warrants that it shall not knowingly violate any law, rule or regulation which is applicable to ZALORA's own business operations or ZALORA's proprietary products or services.

6.2 Indemnification: Community Influencer hereby agrees to indemnify, defend and hold harmless ZALORA and Clients and their respective subsidiaries, affiliates, partners and licensors, directors, officers, employees, owners and agents against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and costs) based on (i) any failure or breach of this Agreement, including any representation, warranty, covenant, restriction or obligation made by Community Influencer herein, (ii) any misuse by Community Influencer, or by a party under the reasonable control of Community Influencer or obtaining access through Community Influencer, of the Links, Campaigns or ZALORA or Client intellectual property, or (iii) any claim related to your Media, including but not limited to, the content contained on such Media (except for the Links).

6.3 Limitations of Liability: IN NO EVENT SHALL ZALORA BE LIABLE FOR ANY UNAVAILABILITY OR INOPERABILITY OF THE LINKS, PROGRAM WEB SITES, TECHNICAL MALFUNCTION, COMPUTER ERROR, CORRUPTION OR LOSS OF INFORMATION, OR OTHER INJURY, DAMAGE OR DISRUPTION OF ANY KIND BEYOND THE REASONABLE CONTROL OF ZALORA. IN NO EVENT WILL ZALORA BE LIABLE -FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PERSONAL INJURY / WRONGFUL DEATH, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS OR LOSS OF BUSINESS OPPORTUNITY, EVEN IF SUCH DAMAGES ARE FORESEEABLE AND WHETHER OR NOT ZALORA HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. ZALORA'S CUMULATIVE LIABILITY TO COMMUNITY INFLUENCER, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO AND WILL NOT EXCEED THE AMOUNTS PAID TO COMMUNITY INFLUENCER BY ZALORA IN COMMISSIONS DURING THE SIX (6) MONTHS IMMEDIATELY PRIOR TO SUCH CLAIM.

7. Modifications

7.1 In addition to any notice permitted to be given under this Agreement, we may modify any of the terms and conditions of this Agreement at any time by providing you with a notification. The changes will become effective ten (10) calendar days after such notice. If the modifications are unacceptable to you, you may terminate this Agreement without penalty solely on the account of such termination within such ten (10) calendar day period. Your continued participation in this Community Influencer Program ten (10) calendar days after a change notice has been posted will constitute your acceptance of such change. In addition, ZALORA may change, suspend or discontinue any aspect of a Campaign or Link or remove, alter, or modify any tags, text, graphic or banner ad in connection with a Link. Community Influencer agrees to promptly implement any request from ZALORA to remove, alter or modify any Link, graphic or banner ad that is being used by Community Influencer as part of the Community Influencer Program.

8. General

8.1 Remedies: In addition to any other rights and remedies available to us under this Agreement ZALORA reserves the right to delete any actions submitted through your Links and withhold and freeze any unpaid Commissions or charge back paid Commissions to your account if (i) ZALORA determines that you have violated this Agreement, (ii) ZALORA receives any complaints about your participation in the Community Influencer Program which ZALORA reasonably believes to violate this Agreement or (iii) any Qualified Action is later determined to have not met the requirements set forth in this Agreement or on the Community Influencer Program. Such withholding or freezing of Commissions, or charge backs for paid Commissions, shall be without regard as to whether or not such Commissions were earned as a result of such breach. In the event of a material breach of this Agreement, ZALORA reserves the right to disclose your identity and contact information to appropriate law enforcement or regulatory authorities or any third party that has been directly damaged by your actions.

8.2 Anti-Spam Policy:

  • (a) You must strictly comply with the Spam Control Act (cap. 311A) of Singapore and any other similar or equivalent legislation in force (e.g., Unsolicited Electronic Messages Ordinance (“UEMO”) in Hong Kong), in all countries where the ZALORA group companies (as named above) conduct business (the "Act"). All emails sent in connection with the Community Influencer Program must include the appropriate party's opt-out link. From time to time, we may request - prior to your sending emails containing linking or referencing the Community Influencer Program that you submit the final version of your email to ZALORA for approval by sending it to your ZALORA representative and upon receiving written approval from ZALORA of your email the email may be transmitted to third parties.
  • (b) It is solely your obligation to ensure that the email complies with the Act. You agree not to rely upon ZALORA's approval of your email for compliance with the Act, or assert any claim that you are in compliance with the Act based upon ZALORA's approval.

8.3 Fraud: You are expressly prohibited from using any persons, means, devices or arrangements to commit fraud, violate any applicable law, interfere with other community influencers or falsify information in connection with referrals through the Links or the generation of Commissions or exceed your permitted access to the Community Influencer Program. Such acts include, but are in no way limited to, using automated means to increase the number of clicks through the Links or completion of any required information, using spyware, using stealware, cookie-stuffing and other deceptive acts, click bait or click-fraud. ZALORA shall make all determinations about fraudulent activity in its sole discretion.

8.4 Independent Investigation: You acknowledge that you have read this Agreement and agree to all its terms and conditions. You have independently evaluated the desirability of participating in the Community Influencer Program and each Campaign and are not relying on any representation, guarantee or statement other than as set forth in this Agreement or on the Community Influencer Program.

8.5 Disclaimers: THE COMMUNITY INFLUENCER PROGRAM AND LINKS, AND THE PRODUCTS AND SERVICES PROVIDED IN CONNECTION THEREWITH, ARE PROVIDED TO COMMUNITY INFLUENCER "AS IS". EXCEPT AS EXPRESSLY SET FORTH HEREIN, ZALORA EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. ZALORA DOES NOT WARRANT THAT THE COMMUNITY INFLUENCER PROGRAM OR LINKS WILL MEET COMMUNITY INFLUENCER'S SPECIFIC REQUIREMENTS OR THAT THE OPERATION OF THE COMMUNITY INFLUENCER PROGRAM OR LINKS WILL BE COMPLETELY ERROR- FREE OR UNINTERRUPTED. ZALORA EXPRESSLY DISCLAIMS ANY LIABILITY FOR ANY ACT OR OMISSION OF A CLIENT OR THEIR PRODUCTS OR SERVICES. ZALORA DOES NOT GUARANTEE THAT COMMUNITY INFLUENCER WILL EARN ANY SPECIFIC AMOUNT OF COMMISSIONS.

8.6 Governing Law & Miscellaneous:

  • (a) This Agreement shall be governed, construed, and enforced in accordance with the laws of Singapore. Any disputes arising out of or in connection with this Agreement shall be resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (the "SIAC"). The tribunal shall consist of one (1) arbitrator and the language of the arbitration shall be English. The Parties shall comply with all applicable laws, statutes, regulations and codes relating to anti-bribery and anti-corruption. This Agreement contains the entire agreement between ZALORA and Community Influencer with respect to the subject matter hereof, and supersedes all prior and/or contemporaneous agreements or understandings, written or oral. Community Influencer agrees that ZALORA shall not be subject to or bound by any Community Influencer insertion order or online terms and conditions that amend, conflict with or supplement this Agreement, regardless of whether ZALORA "clicks through" or otherwise indicates its acceptance thereof. Community Influencer may not assign all or any part of this Agreement without ZALORA's prior written consent. ZALORA may assign this Agreement at any time with notice to Community Influencer. This Agreement will be binding on and will inure to the benefit of the legal representatives, successors and valid assigns of the parties hereto. The provisions of Sections 5.2 (Intellectual Property), 5.3 (Confidential Information), 6.2 (Indemnification), 6.3 (Limitations of Liability), 8.1 (Remedies), 8.2 (Anti-Spam Policy), 8.3 (Fraud), 8.5 (Disclaimers), and 8.6 (Governing Law & Miscellaneous) and any accrued payment obligations shall survive the termination of this Agreement. Except as set forth in the "Modifications" section above, this Agreement may not be modified without the prior written consent of both parties. If any provision of this Agreement is held to be void, invalid or inoperative, the remaining provisions of this Agreement shall continue in effect and the invalid portion of any provision shall be deemed modified to the least degree necessary to remedy such invalidity while retaining the original intent of the parties. Each party to this Agreement is an independent contractor in relation to the other party with respect to all matters arising under this Agreement. Nothing herein shall be deemed to establish a partnership, joint venture, association or employment relationship between the parties. No course of dealing nor any delay in exercising any rights hereunder shall operate as a waiver of any such rights. No waiver of any default or breach shall be deemed a continuing waiver or a waiver of any other breach or default.
  • (b) The Community Influencer shall comply with all its obligations under applicable data privacy laws. You further agree with Zalora’s privacy policy which can be found at https://www.zalora.sg/privacy-policy/.
  • (c) Any notice to be given under this Agreement shall be valid if it is in writing and delivered by email to the email address indicated above. All email notices shall be deemed to be duly served on the next business day following the date of the email. Business day in this Agreement means a business day in Singapore, excluding Saturdays, Sundays, and gazetted public holidays.
  • (d) Neither Party shall be liable for any failure or delay in performance caused by circumstances beyond its reasonable control (including but not limited to natural disasters, riots, insurrection, war, terrorism, fire, or public regulations) (“Force Majeure Event”), provided that the affected Party gives the other Party prompt written notice of, and takes reasonable steps to mitigate the effects of, the Force Majeure Event. Either Party may immediately terminate this Agreement by providing written notice if the effects of a Force Majeure Event extends beyond thirty (30) days.
  • (e) This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same agreement.
  • (f) By continuing to sign up and participate in the Community Influencer Program, you affirm and acknowledge that you have read this Agreement in its entirety and agree to be bound by all of its terms and conditions. If you do not wish to be bound by this Agreement, you should not sign up for and participate in the Community Influencer Program. If an individual is accessing this Agreement on behalf of a business entity, by doing so, such individual represents that they have the legal capacity and authority to bind such business entity to this Agreement.

Appendix A

Cash Commission Insertion Order

Cash Commission Insertion Order image

Cashback Commission Insertion Order

Cashback Commission Insertion Order image