General contract partner conditions
Preamble / ethical rules
We cordially welcome you on behalf of our company as a new contract partner and wish you the best possible success in your activity as an independent contractor (future affiliate) of PEAK TECH - FZCO, DSO-THUB, Dubai Silicon Oasis, Dubai - UAE represented by their manager (CEO) headquartered here, above all, enjoy your work as a publisher. In your work as a publisher and contact with other people, it is the consumer-friendliness and safety, seriousness, fair relationship with each other and within the entire environment of the social-selling community, as well as the observance of the laws and morality immovable, which always remains at the forefront.
We would therefore like to ask you to read the following ethical rules, as well as our General contract partner conditions as part of the contract between us very thoroughly and to make the guidelines your daily leitmotif for the performance of your activity.
Ethical rules for dealing with consumers
Our affiliates advise customers honestly and sincerely, and clarify any misunderstandings about our services, the business opportunity or other statements during a counselling session.
Upon customer request, a sales talk is forgone, the conversation postponed or a conversation which has begun is cancelled in a friendly manner.
All information about the services provided by the IT platform and the partner programme must be comprehensive, accurate, and truthful without the ability to promote individual FinTech projects and/or FinTech products posted on the IT platform.
An affiliate may not make any claims about the features of the FinTech platform and affiliated partner programme, unless they have been approved by MarketPeak.
Consumers are not prompted to register on the IT platform or induced to purchase any other services through dubious and/or misleading promises, nor will they be induced to contract by promises of particular benefits, especially if these benefits are linked to future, uncertain achievements.
An affiliate must not disclose his or her remuneration or the potential remuneration of other affiliates. Furthermore, an affiliate must not guarantee any remuneration or raise expectations.
An affiliate must not claim that the partner programme's rewards plan or MarketPeak's IT platform is approved, permitted or supported by any government authority or law firm.
Ethical rules for dealing with affiliates
Affiliates always treat each other fairly and respectfully. The above also applies to dealing with affiliates of other social-selling and/or network marketing companies or other direct marketing companies.
New affiliates are truthfully informed in full about their rights and obligations. Information on possible sales and employment opportunities are to be omitted.
In addition to the official advertising material and other corporate documents, no assurances can be made regarding the services of the IT platform, the partner program or the company MarketPeak.
The obligations of §§ 7-10 of the following General Contract Partner Conditions must always be observed as ethical rules.
Ethical rules for dealing with other companies
The affiliates of MarketPeak always behave fairly and honestly with other companies in the social-selling, network-marketing or other direct marketing sector.
Reductive, misleading or unfair comparative statements about the services or distribution systems of other companies are prohibited.
Preceding these ethical rules of our company, we now want to familiarise you with the General contract partner conditions of MarketPeak.
§ 1 Scope
(1) The following General Contract Partner Conditions are part of each distribution agreement between PEAK TECH - FZCO, DSO-THUB, Dubai Silicon Oasis, Dubai - UAE represented by its Manager (CEO) Mr. Sergej Heck, headquartered here, email contact: [email protected] (hereinafter: MarketPeak) and the independent contractor (hereinafter: Affiliate).
(2) MarketPeak will provide its services solely on the basis of these General Contract Partner Conditions.
§ 2 Object of the contract, equipment package and additional services
(1) MarketPeak is an innovative company (and at the same time operates a partner programme) operating an IT platform that presents and promotes selected external projects and products from the FinTech and Blockchain area (future products) alongside high-quality training and personal development services and software products (such as the eWallet solutions).
(2) The affiliate, without obligation to do so, has the opportunity to promote and facilitate the registration of interested parties on MarketPeak's IT platform, thus facilitating the registration of third parties on MarketPeak's IT platform forming the basis of an affiliate's business. For their activity as a mediator, the affiliate receives corresponding remuneration so long as the registered prospective customer uses a product offered on the IT platform. For this activity, it is not mandatory that the affiliate transacts financial expenditures, that they themselves use a product or that the affiliate advertises another affiliate. All you need to do is register as an affiliate. Additionally, without obligation, there is the option to advertise other affiliates. The affiliate does not receive any commission for the mere promotion of a new affiliate, but only if the new affiliate gains an interested party for MarketPeak's IT platform and then the interested party uses a product on the IT platform. The commission, as well as the method of payment or other fulfilment of the commission claim, is governed by the then applicable Rewards Plan of the Partner Programme.
(3) MarketPeak will provide the affiliate with free access to the dashboard (where the affiliate, among others, may view its commissions), a landing page and an internal electronic clearing account for its commissions (eWallet). In addition, the affiliate can, without this being a duty, also acquire different fee-based membership packs, which in addition to an extended dashboard access, coaching formats, live webinar options include different additional services depending on the design.
§ 3 General prerequisites for the conclusion of the contract
(1) It is possible to conclude a contract with legal entities, partnerships or natural persons who have reached the age of 18, entrepreneurs in accordance with applicable law and are in possession of a business license, as required by law. It is not possible for a consumer to conclude a contract. For each natural person, partnership (e.g. GbR, OHG, KG) and corporation (e.g. AG, GmbH, Ltd.) only one application is accepted, likewise, a natural person is not entitled to register additionally as a partner of a partnership or corporation or otherwise indirectly.
(2) If a legal entity or a partnership (GbR, OHG, KG, etc.) submits a contract partner application, the corresponding commercial register extract about the registration as well as the sales tax identification number is to be submitted - as far as a partnership exists. All shareholders must be at least 18 years old. The shareholders are personally liable to MarketPeak for the conduct of the legal entity.
(3) As far as online purchase order or order forms are used, these are considered as part of the contract.
(4) The conclusion of the contract is only possible online by registering on the MarketPeak website and by email confirmation by MarketPeak. The affiliate is required to fully and properly complete the contractor's application and submit it to MarketPeak. In addition, the affiliate agrees to accept these General Contract Partner Conditions, as well as the Rewards Plan, by accepting and accepting them as part of the agreement prior to completing the registration process.
(5) Changes to affiliate's personal data must be made immediately in the dashboard of MarketPeak in the place and in the manner specified.
(6) MarketPeak reserves the right, at its sole discretion, to reject any contractor's request for any reason or to obtain further information from the affiliate prior to entering into the contract.
(7) In the event of a breach of the obligations set out in sections (1) to (2) and (4), clause 2, MarketPeak shall be entitled without prior warning to terminate the distribution agreement without notice and to reclaim any commissions paid out. In addition, MarketPeak expressly reserves the right to assert further claims for damages in this case of termination without notice.
§ 4 Status of the affiliate as an entrepreneur
(1) The affiliate acts as an independent entrepreneur. They are neither an employee nor a sales representative or broker of MarketPeak. There are no sales targets, purchase, sales or other duties. The affiliate is not subject to MarketPeak's instructions except the contractual obligations and bears the full entrepreneurial risk of its business, including the obligation to pay all of its business expenses and the obligation to properly pay its employees, if any. The affiliate has to set up and operate their business in the sense of a proper businessman.
(2) The affiliate is self-employed as an independent entrepreneur for compliance with the relevant statutory provisions including the tax and social legislation (e.g. obtaining a VAT registration number or registration of his employees in social security, as well as for obtaining a business license, if necessary). In this respect, the affiliate assures that all commission income generated as part of their work for MarketPeak is properly taxed at their registered office. MarketPeak reserves the right to deduct the respective amount for taxes and duties from the agreed commission, or to demand damages or reimbursement of expenses incurred by a breach of the aforementioned provisions, unless the affiliate is not responsible for the damage or expense. MarketPeak does not pay social security contributions to the affiliate. The affiliate is not authorised to make statements or make commitments on behalf of MarketPeak.
§ 5 Voluntary contractual cancellation policy
You register with MarketPeak as an entrepreneur and not as a consumer, so you have no legal right of withdrawal. Nevertheless, MarketPeak subsequently grants you a voluntary two-week, contractual right of withdrawal.
Voluntary right to cancel
You can cancel your contract within 14 days without giving reasons in writing (by letter or email). The period begins with the online transmission of the application for a contractual partnership. In order to maintain the cancellation period, the timely dispatch (date of the postmark/email) of the cancellation is sufficient.
The cancellation must be sent to:
PEAK TECH - FZCO
Dubai Silicon Oasis,
Dubai - UAE
In the case of an effective cancellation of the contract, the mutually received benefits and any surrendered benefits are returned. In particular, in the event of an effective cancellation, you as an affiliate are required to repay the acquired commission earned from the partner programme, whereby we reserve the right to offset commission claims earned with the repayable purchase price payments or fees for the goods or other payments in whole or in part. If you cannot give us back the service received in whole or in part or only in a deteriorated condition, you may have to pay us compensation for the value. Obligations to reimburse payments must be met within 14 days. The period begins for you with the dispatch of your cancellation notice or the matter for us with its receipt.
You can re-register as an affiliate after exercising your right to cancel with our company. The prerequisite is that your cancellation dates back at least 6 months and you have not had any activity for MarketPeak during this period.
End of cancellation policy
§ 6 Right of use/No license fees
(1) With registration the affiliate acquires the right to use the dashboard, the eWallet and/or the landing page during the contract period.
(2) The right of use the affiliate's provided dashboard, the eWallets and/or the landing page is a simple, non-transferable right based on the specific, aforementioned product; the affiliate has no right to change, modify or otherwise remedy, nor to the right to grant sub-licenses.
(3) For the use, as well as for the servicing, management, care and maintenance of the dashboard (this does not apply to the extended dashboard), the eWallets and the landing page, MarketPeak will charge no fee, unless this is indicated separately.
§ 7 Obligations of the affiliate in the context of advertising and general duties
(1) The affiliate is obliged to protect their personal passwords and login identifiers from access by third parties. The affiliate is prohibited from violating the rights of MarketPeak, its affiliates, linked companies and other third parties, harassing the aforementioned or otherwise violating any applicable law. In particular, the affiliate is not permitted to make false or misleading statements about MarketPeak's IT platform or partner programme. Furthermore, the prohibition of sending unsolicited advertising emails, advertising faxes or advertising SMS (spam), as well as illegal cold calls and other undesirable advertising measures are prohibited. Furthermore, the misuse or the execution of unlawful acts, such as the use of unauthorised or unfair advertising (e.g. misleading statements) is prohibited.
(2) Special advertising policies
(a) The affiliate may only promote the MarketPeak IT platform. The affiliate may NOT, at any time, advertise, otherwise cite or directly or indirectly mention individual FinTech projects and/or FinTech products posted on MarketPeak's IT platform. In particular, the affiliate NEVER directly or indirectly advertises, brokers, or otherwise names one or more FinTech projects and/or FinTech products placed on MarketPeak's IT platform as an investment. All contract negotiation interactions, contracting and/or other advertising or other communications with a registered prospect, including but not limited to MarketPeak's FinTech projects and/or FinTech products, are solely through MarketPeak. Affiliate activity is limited to the promotion of the MarketPeak IT platform and the placement of an interested party for registration to the MarketPeak IT platform.
(b) The affiliate may not provide any information regarding their income or earning potential at MarketPeak at any point or on any advertising material. Rather, there is always the obligation to inform potential affiliates in the context of initial talks explicitly that earning an income is only possible through very intensive and continuous work.
(c) Sales and marketing operations shall not misrepresent commissions which are to be understood as "head-premiums" or other commission in connection with the mere recruitment of a new affiliate or otherwise perform acts which give the impression that the advertised distribution system constitutes an unlawful distribution system; namely an illegal progressive pyramid scheme or pyramid scheme or otherwise a fraudulent distribution system. It should not be believed that a new affiliate will need to invest in individual FinTech projects and/or FinTech products placed on the MarketPeak IT platform in order to become an affiliate for MarketPeak.
(d) Sales and marketing activities shall not be directed to minors or inexperienced persons, and shall in no case exploit their age, illness or limited discretion. In contacts with so-called socially disadvantaged or foreign-language population groups, the affiliates will take due consideration of their financial capacity and their insight and language comprehension skills and in particular omit anything that could cause members of such groups of their backgrounds to not correlate to not attain corresponding orders.
(e) No distribution and marketing activities shall be undertaken which are inappropriate, illegal or unsafe or which put undue pressure on selected consumers.
(f) The consumer will not be induced to accept goods through untruthful and/or misleading promises, nor by promising special benefits, if those benefits are linked to future, uncertain achievements. Affiliates will refrain from anything that may cause the consumer to accept the offer made in order to personalise the merchant, terminate an unwanted call, or enjoy any benefit not covered by the offer to be grateful for the benefit of such an advantage.
(3) The affiliate is obliged to use the advertising material provided by MarketPeak in its unmodified form for its activity as an affiliate. The affiliate is not permitted to use, produce or distribute their own advertising material such as sales documents, websites, banners, graphics, logos, text links, product brochures, promotional videos or movies, or other self-created on- or offline media.
(4) Application of MarketPeak's IT platform may be revoked face-to-face within the framework of applicable law, at home parties or events, online home parties, webinars or other online presentations by affiliates. However, the affiliate may only use the official MarketPeak advertising claims. In the event that the affiliate advertises MarketPeak services on other online media, such as social networks (e.g. Facebook. Instagram, Google+), online blogs, webinars or chat rooms, they are only permitted to use the official MarketPeak advertising messages. In addition, the affiliate must explicitly point out when advertising on other online media that this is not an official advertisement or presence of MarketPeak.
(5) MarketPeak's IT platform may not be advertised on auctions, public and private digital flea markets, web-based exchanges, online department stores, online shops, online markets such as eBay, Amazon or on comparable sales outlets.
(6) The affiliate is required to identify themselves as an INDEPENDENT MarketPeak AFFILIATE in the course of trade. Internet homepages, social media appearances, online advertising materials, stationery, business cards, car graphics as well as advertisements, advertising material and the like, must in principle have the suffix "INDEPENDENT MarketPeak AFFILIATE". The affiliate is further prohibited from applying for and receiving credit on behalf of MarketPeak for or in the interest of or on behalf of the company, to make any expenditures, enter into any obligations, open bank accounts, enter into other contracts or provide declarations of intent.
(7) All travel expenses, expenses, office costs, telephone costs or other expenses for advertising materials are to be borne by the affiliate.
(8) In the course of business transactions, the affiliate is not entitled to classify trademarks or services of competing companies or other companies or persons as negative, degrading or otherwise unlawful or to evaluate other companies or persons negatively or downwardly.
(9) All presentation, advertising, training and video/film materials, etc. (including photographs) from MarketPeak are protected by copyright. They may not be reproduced, distributed, made public or edited by the affiliate, in whole or in part, without the express written consent by MarketPeak, beyond the contractually expressly granted right of use.
(10) The use (or modification) of the MarketPeak mark, the registered trademarks, product names, work titles and/or business names of MarketPeak is also only permitted with the express written consent of the MarketPeak materials and other official MarketPeak materials provided. You are also prohibited from registering your own trademarks, work titles, internet domains or other proprietary rights that contain the MarketPeak mark or trademarks, product names, work titles, or trade names of MarketPeak in an identical or similar manner. The above also applies to trademarks, business names or work titles in which MarketPeak has an exclusive right of use. Equally banned is the partial or total re-labelling of virtual goods by MarketPeak.
(11) The affiliate is not permitted to respond to press enquiries regarding MarketPeak, its goods, the MarketPeak Rewards Plan or any other MarketPeak services. The affiliate is obliged to immediately forward all press enquiries to MarketPeak to the email [email protected]. Incidentally, the affiliate will also only publicly (e.g. television, radio, internet forums) comment on MarketPeak, the MarketPeak products and the MarketPeak distribution system after obtaining written approval from MarketPeak.
(12) The affiliate will report the location, time and content of promotional events to the general public in good time prior to the publication of the MarketPeak Executive Board invitation in the event planning system provided by MarketPeak. MarketPeak may request changes or waiver of the event if necessary for the benefit of the company and/or the MarketPeak sales organisation and its influence.
(13) Customer enquiries or complaints of any kind regarding goods, services or the MarketPeak remuneration system are to be passed over to MarketPeak via the email [email protected]
(14) The affiliate is always prohibited from selling or otherwise distributing its own marketing and/or sales documents to other affiliates of MarketPeak.
(15) An affiliate may make an entry in the Yellow Pages. Such an entry, however, must be approved in writing by MarketPeak prior to publication and include the words "INDEPENDENT MarketPeak AFFILIATE".
(16) The use of paid telephone numbers to market the activity or products of MarketPeak is not permitted.
(17) The affiliate shall promptly and truthfully notify MarketPeak of any breaches of the rules of the General Contract Partner Conditions or any other breach of applicable law by other affiliates.
§ 8 Non-competition / acquisition / sale of third-party services
(1) The affiliate is permitted to distribute goods and/or services for other companies, including network marketing companies, even if these are competitors.
(2) However, the affiliate is prohibited from soliciting other MarketPeak affiliates for the distribution of other services.
(3) The affiliate is also prohibited from violating any applicable law, other sales or other contracts that it has concluded with other companies and whose terms are still effective upon entering into a distribution agreement.
(4) Insofar as the affiliate simultaneously acts for other competitors, network marketing companies or other companies, it undertakes to design the respective activity (if applicable together with its respective downline) in such a way that no connection or mixture with its activity for the other companies can occur. In particular, the affiliate may not offer goods and/or services, other than those from MarketPeak, at the same time, in the same place or in the immediate vicinity or on the same website, Facebook or Instagram page, other social media platforms or online platforms.
§ 9 Non-disclosure
The affiliate must maintain absolute silence about MarketPeak's trade secrets and its structure. Business secrets include, in particular, customer and affiliate data, as well as information about the downline activities and the information contained therein. This obligation continues for five years after termination of the distribution agreement.
§ 10 Affiliate protection / cross-line sponsoring / bonus manipulation
(1) The affiliate who first places a new affiliate in order to distribute the MarketPeak merchandise will be assigned the new affiliate structure (Affiliate Protection), whereby the date and time of receipt of the registration application filed by the new affiliate with MarketPeak will apply for the allocation. If two affiliates claim the same new affiliate as sponsored by themselves, MarketPeak will only consider the sponsor named in the initial registration.
(2) MarketPeak is entitled to delete all personal data, including the email address of the affiliate, from their system when advertisements, cover letters or emails with the words "warped", "deceased", "not accepted" , "unknown" or similar be returned and the affiliate does not correct the erroneous data within a reasonable time.
(3) Furthermore, cross-line sponsoring and the attempt to do so within the company is prohibited. Cross-line sponsorship means acquiring a person or company that is already affiliate with MarketPeak in another distribution chain or has had a distribution agreement within the last 6 months. It is also prohibited in this respect to use the name of the spouse, kinship, trade names, corporations, partnerships, trust companies, or other third parties to circumvent this provision.
(4) Bonus manipulation is prohibited. This includes, in particular, the sponsorship of affiliates who actually do not practice the MarketPeak business (so-called "straw men"), as well as open or concealed multiple registrations and the unauthorised independent placement of new customers or affiliates in MarketPeak's sales structure, as well as the operation of an online presence by several sales partners. It is also prohibited in this respect to use the name of the spouse, kinship, trade names, corporations, partnerships, trust companies, or other third parties to circumvent this provision. It is also prohibited to induce third parties to sell or buy goods in order to achieve a better position in the rewards plan or else to effect a bonus manipulation.
(5) The affiliate is not entitled to territorial protection.
§ 11 Warning, contractual penalty, damages, indemnity
(1) In the event of an affiliate's first violation of the obligations regulated in § 7, a written warning will be issued by MarketPeak, setting a period of 10 days to remedy the breach of duty. The affiliate agrees to reimburse the costs of the warning, in particular those arising for the warning, where applicable costs incurred for attorney fees.
(2) It is expressly referred to in § 16 (3), according to which, in the event of a violation of the regulated obligations set out in §§ 7 (2), 8, 9 and 10 (3) and (4), as well as a particularly serious breach of the further provisions of the General Contract Partner Conditions, other applicable contractual or legal right, an extraordinary termination is permitted without previous warning. Notwithstanding the immediate extraordinary right of termination provided for in § 16 (3), MarketPeak has the right to issue a warning within the meaning of Section (1) in its individual discretion in individual cases before the notice of extraordinary termination, including a shortened remedy period.
(3) If the same or a core violation occurs again after expiry of the period of grace set by the warning, or if the originally alleged breach is not remedied following the delivery of a punitive cease and desist order, the appropriate discretionary remedy shall immediately be provided in favour of MarketPeak by the responsible Court for assessment of the contractual penalty. For the enforcement of the contractual penalty additional legal fees are also incurred, which the affiliate undertakes to reimburse, which has already been explicitly stated.
(4) The affiliate shall not be liable for any damages that MarketPeak incurs due to a breach of duty within the meaning of §§ 7 - 9 and § 10 paragraphs 3 and 4, irrespective of the forfeited contractual penalty, unless the affiliate is not responsible for the breach of duty.
(5) The affiliate shall indemnify MarketPeak in the event of a claim by a third party for breach of any of the obligations set forth in §§ 7 - 9 and § 10 (3) and (4) or any other violation by the affiliate against applicable law, at the first request the MarketPeak free from liability. In particular, the affiliate undertakes to cover all costs, in particular legal fees, court costs and damages, as well as fines and penalties, which MarketPeak incurs in conjunction to this.
§ 12 Price adjustment
MarketPeak reserves the right, in particular with regard to changes in the market situation and/or distribution structure, to change the prices to be paid by the affiliate or the commission shares assigned to the services, the rewards plan or user fees at the beginning of a new accounting period, in particular to increase prices or to adjust commissions to market conditions. The change, including a notice of the right to object to the change, shall be notified by MarketPeak to the affiliate within a reasonable period of at least one month prior to the change. Increases in prices by more than 5% give the affiliate the right to object to the change. If they do not object to the changed conditions within one month of the announcement, these become part of the contract. In the event of any inconsistency, MarketPeak may terminate the Agreement at the time the amended or supplemented terms and conditions come into force.
§ 13 Advertising material, benefits, data processing
All free advertising and other benefits of MarketPeak may be revoked at any time with future effect.
§ 14 Remuneration / payment terms / commission payment modalities / non-assignment
(1) In return for their activity, the affiliate earns a commission claim in accordance with the MarketPeak Rewards Plan upon attaining the required qualifications. The fee will be paid exclusively in the crypto-currency Bitcoin to the eWallet provided to the affiliate, using the fiat currency US dollar as the reference conversion rate for determining the amount of the remuneration to be paid, based on the conversion rate applicable at the time of payment. Specially marked additional bonuses will be used in place of bitcoin in peak tokens according to clause 1. Payment of the fee covers all costs incurred by the affiliate for the maintenance and execution of their business, unless otherwise agreed by contract.
(2) MarketPeak reserves the right to request the affiliate, prior to the initial payment or later disbursements of commissions, prove their identity and business registration (e.g. submission of the trade license) and provide further information in the context of a KYC procedure. The individual requirements are to be taken from the concrete KYC procedure that the affiliate has to go through.
(3) MarketPeak is entitled to assert a right of retention in accordance with the statutory provisions. In addition, MarketPeak is entitled to assert a right of retention because of the payment of commissions, if not all required documents are available before the initial payment, e.g. the VAT identification number, if requested and granted. In the event that the right of retention of commission payments by MarketPeak is exercised, it is agreed that the affiliate is not entitled to any interest for the period of the commission retention.
(4) MarketPeak is entitled to fully or partially offset any claims it may have against the affiliate with its commission claims. The affiliate is entitled to offset if the counter-claims are undisputed or legally binding.
(5) Assignments and pledges of claims by the affiliate are excluded, as far as the non-mandatory applicable law precludes. The burden of the contract with rights of third parties is not permitted, as far as the non-mandatory applicable law precludes.
(6) The affiliate will immediately check the bills issued and immediately notify MarketPeak of any objections. All commission claims result from the respective valid rewards plan, which the affiliate can retrieve in their dashboard, and which can be viewed in the dashboard. Defective commissions, bonuses or other payments are to be reported to MarketPeak in writing within 60 days of the incorrect payment. After this time, commissions, bonuses and other payments are considered approved.
(7) Commissions will be paid weekly, subject to the MarketPeak payment and payment methods, at the express request of the affiliate, but for a minimum fee of $ 25.00. In the event that the minimum pay-out threshold is not met, commission entitlements will continue on the MarketPeak affiliate-managed dashboard account and paid to the affiliate the following month after reaching the minimum pay-out threshold.
§ 15 Affiliate blocking
(1) In the event of fruitless expiry of the period within the meaning of Section 14 (2) or (3), MarketPeak shall be entitled to temporarily suspend the affiliate until such time as the required documents have been provided. The aforementioned also applies to a breach of the provisions laid down in § 14 (3) until the required action has been rectified, as well as a non-payment of the fees or user fees that may have to be paid by the affiliate. The period of a suspension does not entitle the Affiliate to extraordinary termination and does not give rise to a repayment claim with regard to the services already paid or a claim for damages, unless the affiliate is not responsible for the suspension.
(2) Commission claims that cannot be paid out due to the above-mentioned reasons are posted as a provision within MarketPeak and become statute-barred at the latest within the statutory limitation periods.
(3) For each reminder case, MarketPeak is entitled to reimburse the costs necessary for this reminder.
(4) Irrespective of the reasons for blocking, referred to in paragraph (1), MarketPeak reserves the right to block for good cause. In particular, MarketPeak reserves the right to block the affiliate's access without notice if the affiliate violates the obligations set forth in §§ 7-9 and §10 (3) and (4) or any other applicable law or there is an important reason. The suspension will be maintained until the breach of duty on a corresponding warning from MarketPeak. If it is a particularly serious breach of duty, which leads to the extraordinary termination of the contractual relationship, the blocking remains permanent.
§ 16 Duration and termination of the contract and consequences of termination
(1) The distribution agreement is concluded for an indefinite period and can be terminated by either party with a notice period of one month.
(2) Regardless of the reason for termination in (1), MarketPeak reserves the right to terminate for good cause. An important reason exists in particular in the case of a breach of one of the obligations regulated in § 7, unless the affiliate fails to meet his disposal obligation within the meaning of § 11 (1) in due time, or after the elimination of the breach of duty at a later date a similar infringement arises. In the event of a breach of the obligations set out in §§ 7 (2), 8, 9 and 10 (3) and (4), as well as in the case of a particularly serious violation of the obligations stipulated in § 7 or any other applicable contractual or statutory law, MarketPeak is entitled to extraordinary termination without prior warning. There is also an exceptional reason for termination where the affiliate does not comply with the provisions of § 14 (2) and (3) and also after a blocking in accordance with the stipulation of § 15 (1) and a final deadline for fulfilment of the requirements with this deadline fruitlessly expiring. There is also an extraordinary ground for termination for each party if insolvency proceedings have been instituted against the other party, or the opening has been rejected for lack of assets, or the other party is otherwise insolvent, or has made an affidavit on insolvency in the course of the execution. The right to extraordinary termination is without prejudice to further claims.
(3) An affiliate may re-register with MarketPeak through another sponsor after proper termination of their previous position. The prerequisite is that the termination and confirmation of termination by MarketPeak for the old position of the affiliate were at least 6 months ago and that the terminating affiliate did not engage in MarketPeak activities during that time.
(4) With the termination of the contract, the affiliate has no right to provision, as well as in particular no commercial agent compensation claim or other compensation claim, since the affiliate is not a sales representative or occupies a position comparable to the commercial agent, which entitles to a contractual compensation or compensation claim.
(5) If an affiliate simultaneously uses other MarketPeak services or its offers placed on the IT platform, which are independent of the Affiliate Contract, these services shall remain in force unaffected by the termination of the Distribution Agreement unless one of the parties' termination also expressly requires their termination and such termination is permissible. If the affiliate continues to receive MarketPeak services after the termination of the contract, they will be listed as a MarketPeak customer.
(6) Ordinary terminations can be made in writing or by email. Terminations to MarketPeak are to be delivered to the address or email address stated in § 1 (1). Ordinary termination by MarketPeak to the affiliate will be sent to the affiliate's email address on the dashboard. Extraordinary cancellations must be made in writing to the address stated in § 1 (1)
§ 17 Disclaimer
(1) MarketPeak cannot be held responsible for any misrepresentation in your registration. As a result, MarketPeak cannot be held liable for the accuracy of this information and your MarketPeak-secured content for MarketPeak is third-party information within the meaning of applicable Telemedia Law.
(2) MarketPeak is also not liable for the occurrence of the desired success that the affiliate wishes to achieve with the use of the online platform MarketPeak.
(3) Insofar as MarketPeak provides software (e.g. the back office) free of charge on its website, the use of the software is at the user's own risk. MarketPeak is not liable for damages resulting from the installation and/or use of software from the download area, as far as the non-mandatory applicable law precludes. Despite current virus testing, liability for damage and damage caused by computer viruses is excluded within the framework of legal regulations. Furthermore, MarketPeak shall not be liable for disruptions in the quality of service access due to force majeure or due to events for which MarketPeak is not responsible. In addition, MarketPeak is not liable for the unauthorised knowledge of third parties of your personal data (e.g. by unauthorised access by "hackers" to the database), as far as the non-mandatory applicable law precludes.
(4) MarketPeak shall only be liable for damages other than those resulting from injury to life, limb or health insofar as this is based on intentional or grossly negligent acts or culpable violation of a material contractual obligation (e.g., payment of commission) by MarketPeak of its employees or vicarious agents. This also applies to damages resulting from the violation of obligations during contract negotiations as well as unauthorised actions. Any further liability for damages is excluded.
(5) The liability is, except for the injury of life, body and health or intentional or grossly negligent behaviour of MarketPeak, its employees or vicarious agents, limited to the typically foreseeable damages at the conclusion of the contract and otherwise the amount of the average damages typical for the contract. This also applies to indirect damages, especially loss of profit.
(6) MarketPeak shall not be liable for damages of any kind resulting from data loss on the servers, except in the case of gross negligence or wilful misconduct by MarketPeak, its employees or vicarious agents. Stored contents of the affiliate are for MarketPeak foreign information in the sense of the valid telemedia law. Links are available on the MarketPeak website. At the first linking, the content was checked under the respective link for illegal content. MarketPeak is not responsible for external content, which can be reached via links. If MarketPeak detects or notices that a linked offer contains unlawful content, that link will be deleted.
§ 18 Transfer of the business / sponsored structure to third parties / death of the affiliate
(1) MarketPeak may at any time transfer all or part of its contract item or any of its assets or lines of business to a successor or other third party undertaking the same business as described in this contract and to the full extent in the existing rights and obligations enters and enters into the contract with the affiliate.
(2) The affiliate is entitled to transfer its sales structure after prior written approval by MarketPeak and submission of the purchase and/or transfer contract with the third party, as well as the submission of the third-party contract application to MarketPeak unless MarketPeak has availed itself of its right of first refusal. It is only possible to transfer the distribution structure to persons who are not affiliates to MarketPeak at the time of the transfer. For MarketPeak affiliates, however, a transfer or purchase of a distribution structure is not allowed. The approval cannot be denied by MarketPeak, unless it makes use of its right of first refusal, only for good cause. The affiliate is required to notify MarketPeak in writing of the intended transfer of its distribution structure. MarketPeak has one month from receipt of the written notice to exercise its right of first refusal. If this is not done, the transfer is permitted unless there are important reasons. A sale is only possible in the unbroken relationship. In the event of termination without notice or a violation of these General Affiliate and Delivery Terms, the affiliate's right to sell its own sales organisation will be cancelled, as well as in the event that the selling affiliate still owes MarketPeak money.
(3) If a legal entity or partnership is registered as an affiliate, a transfer of the distribution structure is only permitted in compliance with the further requirements of this contract.
(4) If a new legal entity or partnership registered as an affiliate wishes to acquire a new shareholder, this is possible if the previous shareholder(s) who has applied for the contractual partnership also remains a shareholder. If a shareholder who wishes to withdraw as a registered legal entity or partnership or wants to transfer their shares to third parties, this action is permitted based on a written application, if necessary with submission of the corresponding notarial deeds and in accordance with the provisions of this contract in compliance with the proviso of (2). MarketPeak charges an administration fee of € 25.00 for processing the aforementioned application. If this requirement is not met, MarketPeak retains the extraordinary termination of the contract of the legal entity or partnership registered as an affiliate.
(5) The distribution agreement ends at the latest with the death of the affiliate. The distribution agreement can be inherited in compliance with legal requirements. The heirs must enter into a new distribution agreement within 6 months after the death, by which he/she enters into the rights and obligations of the testator. If the heir is already registered as a natural person at MarketPeak as an affiliate, since each natural person may only be awarded one position in the marketing plan, the heir has to abandon their previous position in MarketPeak's sales structure or, if the requirements of the MarketPeak § 18 (2), they must transfer one of the two future sales structures to a third party in accordance with § 18 (2). The death must be proven by death certificate. If there is a will on the inheritance of the distribution contract, a notarised copy of the will must be submitted. After unused expiration of the six-month period, all rights and obligations under the contract are transferred to MarketPeak. By way of exception, the six-month period shall be extended by an appropriate length, provided that it is disproportionately short for the heir(s) in the individual case.
§ 19 Separation/dissolution
In the event that an affiliate registered as a married couple, in a civil partnership, legal entity or partnership ends their company internally, this means that even after the separation, dissolution or other termination of the aforementioned company, only one affiliate position remains. The divorcing spouses/life partners/members/partners have to agree internally through which spouse/life partner/member/partner the contract is to be continued and notify MarketPeak in writing. In the event of an internal dispute over the consequences of the separation, divorce, dissolution or other termination of the MarketPeak Agreement, MarketPeak reserves the right to extraordinary termination if such dispute results in neglecting the affiliate's obligations breach of these Contract Partner Conditions, a violation of applicable law, or an undue burden on affiliate down or upline.
§ 20 Inclusion of the Rewards Plan
(1) The Rewards Plan of the Partner Programme and the requirements contained therein are expressly part of the Distribution Agreement. The affiliate must always comply with these requirements in accordance with the currently valid version.
(2) By sending the online application to MarketPeak, the affiliate also assures that they have read the Rewards Plan of the Partner Programme and accepts this document as part of the contract.
§ 21 Consent for the use of photographic and audio-visual material
The affiliate grants MarketPeak the right to capture or perform photographic and/or audio-visual material using their portrait, voice recordings or statements and quotations as part of their role as an affiliate, free of charge until further notice. In this regard, the affiliate expressly agrees to the publication, use, duplication and alteration of their quotations, recordings or logs by signing the contractor's application and taking notice of these General Contract Partner Conditions. The affiliate has the right to withdraw the aforementioned consent. In the event of a withdrawal, MarketPeak will discontinue the aforementioned use within one month.
§ 22 Privacy
§ 23 Applicable law / deviating jurisdiction
(1) The law of the domicile of MarketPeak applies under exclusion of the UN sales law, as far as this requirement does not conflict with compelling law.
(2) The place of jurisdiction and the place of performance is the headquarters of MarketPeak, insofar as this provision does not preclude any mandatory law.
§ 24 Final provisions
(1) MarketPeak is entitled to modify this Agreement, these General Terms and Conditions and/or the Rewards Plan, if required for economic or legal reasons. MarketPeak will announce changes to the affiliate's dashboard at least two months prior to the effective date of the change, specifying the future contract change. The affiliate reserves the right to object to the change or to terminate the contract in writing without observing a notice period prior to the change coming into effect. In the event of an objection, MarketPeak is entitled to terminate the contract properly. If the affiliate does not terminate the Agreement or opposes the amendment until the change comes into effect, the changes will take effect from the date specified in the change announcement. MarketPeak is required to alert the affiliate to the importance of their silence in the dashboard change notice.
(2) Incidentally, changes or additions to these General Contact Partner Conditions must be in writing. This also applies to the lifting of the writing requirement.
(3) In the case of invalidity or incompleteness of a clause of these General Contact Partner Conditions, the entire contract shall not be ineffective. Rather, the ineffective clause is to be replaced by one that is effective and economically closest to the meaning of the invalid clause. The same should apply to the closure of loopholes in need of regulation.
General contract partner conditions last updated: 26.03.2019