DELEGATE PROGRAM TERMS
Welcome to Shopchums and Our Website at www.shopchums.com, and Our IOS or Android mobile applications.
These Delegate Terms (“Terms”) constitute a legal Agreement between You and Shopchums, governing Your participation in the Delegate program. To participate in the Delegate program on Shopchums, You must already be registered as a Shopper on Shopchums.
You confirm that prior to Your access of the Delegate program, You read and understood these Terms. Further, Your consent to these Terms is confirmed whenever You access and use the Delegate Program. If you do not agree to be bound by these Terms, you should not access and use the Delegate program.
The words or phrases following have certain meanings herein:
a) Agreement means this agreement with Shopchums, which includes all terms and conditions herein;
b) Account means an account that is created when a person or entity completes a registration in its entirety on Shopchums, and includes a separate contemporaneous agreement by that person or entity to abide by Shopchums Business or Shopper Terms, as appropriate for the person or entity completing the registration, All registrants on Shopchums must have Accounts as either a Business or a Shopper;
c) Authorized Representative means a person (or persons) within a Business duly authorized to register and open an Account on Shopchums (either directly or pursuant to a Business Referral), and at the Business’ sole option, to authorize additional, but optional, Shopchums programs to conduct Shopcasts, or to retain Freelancers;
d) Business means any person or entity on the Platform operating any type of business, including all types of retailers, wholesalers, distributors, manufacturers, etc. and offering and selling products in all categories and subcategories, who are or may be an incorporated business, an unincorporated business, a sole proprietorship, a partnership, a joint venture, or other form of business organization used to operate a business, and who:
ii) can create Shopcasts to offer and sell specific products in specific markets anywhere, selected by the Business, at any local time of day;
iii) may retain or hire Freelancers as and when needed in order to host Shopcasts, which retention must be approved by an Authorized Representative for the Business;
iv) if the Business is or will be operating as an unincorporated business, or as a sole proprietorship, the Business principal(s) must not be a minor(s) in their jurisdiction of residence (i.e. be at least 18 years old) at the time of registration on Shopchums;
e) Business Referral is a referral of a Business to Shopchums pursuant to the Delegate program, using a premade Shopcaster promo video, which referral is valid only if the Business registers on Shopchums on a form attached to the video. The Shopchums registration pursuant to such attached form must be completed by an Authorized Representative for the Business;
g) Delegate means a person registered in the Delegate program, who refers Businesses to Shopchums using the premade Shopcaster promo video;
h) Income ID means the link embedded in the premade Shopcaster promo video, which Income ID links to and directs income to a Commission Account, when a Delegate makes a successful referral using a promo videos;
i) License means a limited, revocable, non-exclusive, and non-transferable license to gain access and use the Shopchums Platform and Services, in accordance with these Terms for purposes intended herein;
j) Platform means www.Shopchums.com, and the Shopchums IOS and Android mobile applications, or the Shopchums App. Product sales do not take place on the Platform;
k) Shopcast means a live event on the Platform, which a Business can create to offer and sell a specific product in a pre-selected market anywhere at any local time. When the Shopcast is posted (but before it is live), the Platform will automatically and immediately send invitations to all Shoppers, who have current or previously posted active Tags, and to other Shoppers who may create new Tags for that specific product, until the time the Shopcast is conducted live in the market selected by the Business. Live Shopcasts may be held simultaneously in the one market for a single or for different products, or in multiple markets for a single or for different products;
l) Shopcast Fee means an amount per Attendee payable by a Business pursuant to the Use of Shopcasts to offer and sell its products on the Platform. Shopcast Fees for particular Shopcasts shall be based on a percentage of the sale price of the product offered in a Shopcast, which percentage will vary depending on the product sale price during the Shopcast, and which percentage will be established by Shopchums from time to time;
m) Shopchums means the Shopchums website, and the Shopchums IOS and Android mobile applications;
o) You, Your, Users all mean persons or entities registered on and having an Account on Shopchums, and as implied in all respective intended contexts therein. You also includes Authorized Representative, in context;
p) We, Us, Our all mean Shopchums.
1. Delegate Agreement with Shopchums
1.1. To participate in the Delegate program:
b) You must be at least 18 years old;
c) You must read and separately agree, and consent to these Delegate Terms, after which You can become active in the Delegate program (agreement and consent to these Terms will not affect your registration as a Shopper).
1.3. The provisions set out in these Delegate Terms govern Your access to and use of the Delegate Program and constitute a legally binding Agreement between You and Us. If You do not agree to these Delegate Terms at the time of registration, or after any revisions thereto from time to time, You must not use the Freelancer program.
1.4. Your Shopchums Account registration must be accurate, truthful, straightforward, and complete. You may be required, at Shopchums request, to provide relevant official documents to Shopchums on demand to confirm the data entered in Your Account, failing which Shopchums may suspend and/or forthwith terminate Your Account forthwith, in its sole discretion.
1.5. You have no legal entitlement to access and use of the Platform, or to become a Delegate; Shopchums reserves the right to refuse the registration of any party without giving reasons.
1.6. You are responsible for maintaining the confidentiality of Your Account and Your password. You are responsible for all activities that occur in Your Account. You agree that all actions carried out by any person on Your Account shall be deemed to be an act carried out by You, and You shall ensure that all persons who have access to and use Your Account are authorized to do so. We are not responsible for any loss, damage or liabilities arising as a result of or in connection with the wrongful, fraudulent or illegal use of Your Account, or for any actions by any persons You may authorize to Use Your account. You will notify Us if You become aware of any breach of any confidential information.
1.7. This Agreement shall expire 5 years from the date of consent to these Terms. Provided there have been no violations during the term hereof, and that no violations exist at the time of expiry herein, this Agreement shall, at Shopchums sole discretion, be renewable by on a yearly basis, by Shopchums giving a minimum of 90 calendar days written notice of such renewal prior to expiry herein to the Delegate. Such renewals shall continue on a yearly basis, at Shopchums’ sole discretion.
2. Participation in the Delegate Program
Part 1. Earning Income by Referring Businesses to Shopchums
The Delegate Program enables You to refer Businesses to Shopchums, for which You will earn a commission if the referral is successful, as described herein.
2.1. Referring Businesses to Shopchums
2.1.1. (a) If You want to refer a Business to Shopchums, it is very important, and it is Your responsibility, to first verify that Your contact person at the Business You want to refer is an Authorized Representative for the Business, in order for Your referral to be valid for purposes herein;
2.1.1. (b) After You verify that the person at the Business is an Authorized Representative, You can copy and send Your premade Shopchums Shopcaster promo Video to the specific Business email address provided by the Authorized Representative, which Shopcaster video will contain Your unique Income ID;
2.1.1. (c) Very importantly, and in order for that Business to be linked to Your Income ID for commission purposes as described herein, You must send the premade Shopcaster Video to the Authorized Representative as identified and verified by You for the Business, and such Authorized Representative for the Business must register on Shopchums using the Business registration form imbedded in the Shopcaster video that You sent to that Business;
Important - Please Read
2.1.2. A Business Referral will not be completed, and You will not earn a Business Referral Fee in any of the following instances:
2.1.2.1. If the Authorized Representative identified by You for that Business does not open or bypasses the Shopcaster video that You sent to them, and such Authorized Representative subsequently open a premade Shopcaster promo video sent to them by a third party and then separately register on Shopchums pursuant to such third party Business Referral, OR if the Authorized Representative separately registers directly on Shopchums independent of any referral from anyone, OR if the person who opens an Account and registers the Business on Shopchums pursuant to Your referral is eventually determined to not be the Authorized Representative for that Business, the Business will not be linked to Your Shopchums Income ID for commission purposes, AND/OR if already linked, that Business link to Your Income ID account will be disabled;
2.1.2.2. If You make a Business Referral, and it is later discovered that the Business registration was not completed by an authorized Representative, that Business registration may, at Shopchums option and in its sole discretion, be preserved, but You will not earn any commissions for such referral;
2.1.2.3. If You are already in receipt of a commission for an improperly authorized Business registration, Shopchums will deduct such commissions from any balance in Your Commission Account. If You make improperly authorized referrals repeatedly, Your Commission Account may be closed, and any balance owing to You at such time may be forfeited by You, and Your Account and registration on Shopchums may be closed and terminated, all of which is in Shopchums’ sole discretion.
2.1.3. If You use any artificial intelligence, robots, or any automated device or software to refer Businesses to Shopchums, immediately upon such discovery by Shopchums Your Commission Account may be closed, and any balance owing to You at such time may be forfeited by You, and Your Account and registration on Shopchums may be closed and terminated, all of which is in Shopchums’ sole discretion. In addition, Shopchums may pursue other alternatives against the You, as Shopchums may, its sole discretion, deem necessary.
2.1.4. If the Business You refer decides to hold Shopcasts, the Business will pay Shopcast Fees to Shopchums, if Attendees actually view the Shopcast. For emphasis, essential for Shopcast Fees to be paid to Delegates, and without which they will not be paid, is that an Attendee to the Shopcast must actually view the Shopcast while it is being conducted live by the Business. (Attendees are invited to Shopcasts as a result of their Tags, which match the product being offered for sale in the Shopcast.) The amount of Shopcast Fees for any particular Shopcast will be determined from time to time by Shopchums, and will be based on a percentage of the sale price for the products being sold in a Shopcast. You will earn a commission equal to 10% of the Shopcast Fee paid to Shopchums for every Attendee that views a Shopcast conducted by the Business that You referred, for all Shopcasts that may be conducted by the Business during the term of this Agreement.
Part 2. Commission Account Information
2.2.1. Commissions will accrue monthly in arrears in Your Commission Account and be paid to You on the 15th day after the end of the calendar month in which commissions are generated.
2.2.2. In order for commission payments to be made to You, there must be a minimum of US $50 in the a Commission Account. Please note that any commissions not paid owing to the minimum payment stipulated herein will remain Your property and will ultimately be paid to You on the 15th day of the month following the first month when the US $50 minimum is reached.
2.2.3. You are solely responsible for the payment of any taxes on any commissions You earn and that may be applicable, pursuant to Your activities on Shopchums, including without limitation, income taxes, value added taxes, sales taxes, excise taxes, goods and services taxes, etc.
2.2.4. The context of the phrase “passive income” as used on Shopchums is intended to describe income requiring little or no effort in order for such income to be earned by a Delegate; for further clarity, the context of passive income herein is not intended to have nor convey any meaning or significance of any kind under any income tax law or laws in any jurisdiction.
2.2.5. Any commissions pursuant to this Agreement that are payable to You upon any termination hereof shall be calculated and be paid within a reasonable time period of termination, with such time period to be determined by Shopchums, in its sole discretion.
2.2.6. If a Delegate dies during the term of this Agreement or any renewal thereof, commissions will continue to be calculated and paid to the estate of the participant for a period of 3 months from the date of the participant’s death, at which time this Agreement shall be terminated.
2.2.7. Shopchums, in its sole discretion, may:
b) Terminate any part, or all, of the Delegate program in its entirety, in its sole discretion, at any time after December 31, 2029.
3. Delegate and Shopchums Relationship
3.1. You shall comply with all reasonable and lawful instructions from Shopchums pertaining to the use of the Platform. Failure to comply will result in termination of Your access to the Platform and Shopchums generally.
3.2. You have no authority, and shall not represent that You, or any person related to You, are authorized to bind Shopchums in any way, and You shall not commit any act or otherwise conduct yourself in such manner which might reasonably create the impression that You are so authorized.
3.3. You shall not represent to any other person that Shopchums guarantees any commissions herein, nor make or attempt to make a commission sharing arrangement with any other User. Commissions can only be earned as specifically described on the Platform.
3.4. Except as may be expressly permitted in writing by Shopchums, You shall not and are not authorized to use the Shopchums trademark, name, or any of Our intellectual property, or any variations or misspellings thereof, or other term or terms which may be similar to or which might be confused in any way with any of Our intellectual property.
3.5. You may simultaneously participate in more than one part or aspect of the Platform; however, You will not use any part or aspect if You have not read and consented to the Terms therein, if required in such Terms, or if You are not authorized by the Terms therein.
3.6.1. Any dispute of any kind that may arise between You and another User pursuant to Your use of the Platform must be resolved by You and the other User, and You will hold Shopchums harmless in such dispute. We will not assist with dispute resolution between You and any third party and We are not obliged at any time to adjudicate on any such dispute. In the event of any dispute, You are responsible for contacting the relevant third party directly. Without prejudice to the foregoing, We remain entitled at all times to investigate, at Our sole discretion, any complaint regarding the use of Our Platform or any suspected unlawful activity and to take any action that We deem appropriate, including filing a report. We may, at Our discretion, file a report with any appropriate authorities.
3.6.2. Should an action or claim arise against Shopchums from any third party as a result of Your use of Our website, You will allow Us to assume control of the defense against any such claim or action, and You will cooperate with Shopchums as may be required in such defense. You will not agree to settle any action or claim against Shopchums without Our express prior written consent.
3.7. You must comply with all applicable laws, whether state/provincial, federal, or international, related to Your activities as a Delegate on the Platform. Failure to comply will result in termination of Your access to the Platform and Shopchums generally. It is Your specific responsibility to ensure that all claims or statements You make on the Platform are lawful.
3.8. You hereby hold Shopchums harmless from claims, liability, damages, and legal costs from third parties that may arise as a result of Your use of the Delegate Program, or as a result of Content posted by You pursuant to the Delegate Program.
3.9. You undertake that all communications with Shopchums, and with other Users on Shopchums, which may occur or become required during the course of this Agreement, are honest, clear, and not misleading or deceptive in any manner.
3.10. You agree and accept that Your communications on the Platform may be the subject of assessment by Shopchums, when and as deemed appropriate by Shopchums, in its sole discretion. You undertake to cooperate fully with Shopchums at all times and to provide any and all such documentation and records of communication, as well as other information and clarifications that may be required by Shopchums, in order to enable Shopchums to conduct such assessments.
3.11. You will not breach or violate any of the Terms herein. In the event that, in Shopchums sole discretion, You breach or violate these Terms, or violate any intellectual property rights of Shopchums or any other third party, or any laws when using Shopchums, or upload false or inappropriate information or material on the Platform, Shopchums may, in its sole discretion, may take any measures it may deem necessary in the circumstances, including termination of Your License and Account, and/or legal action. We encourage Users to report any abuse of privilege or similar incidents to Shopchums.
3.12. We may, without prior notice, change, revise, or modify these Terms from time to time and, if it is deemed necessary by Us in Our sole discretion, We shall notify You accordingly.
3.13. We reserve the right, without notice at any time, to change, modify, suspend or discontinue any portion or all of the Services on Our Platform.
3.14. You agree that this Agreement does not create an exclusive agreement between Shopchums and You relative to any other User;
3.15. You shall not make nor enter into any contracts with any other Users on the Platform, unless implied or permitted in these Terms.
3.16. You shall not represent that You are an agent of or employee of Shopchums; Delegates are independent contractors.
3.17. You shall not represent that You are an agent for any other User on the Platform, unless You are authorized by such User for such purposes.
3.18. Except as expressly set out in this Agreement or as may be permitted by any applicable law, You undertake:
3.18.2. to not provide nor otherwise make available Our Platform in whole or in part (including but not limited to program listings, object and source program listings, object code and source code), in any form to any person or other entity;
3.18.3. to not make any copy or copies of Our Platform or any portion thereof in any form or on any medium;
3.18.4. to comply with all applicable technology control or export laws and regulations;
3.18.5. to not in any way disrupt, disable, or otherwise impair the proper working of the Services, Our Platform or Our servers, through hacking, cyber-attacks (including but not limited to denial-of-service attacks), tampering or reprogramming or any other such or similar activity;
3.18.6. to not include or distribute malware, malicious, self replicating, or disruptive code, viruses or Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code or any other technologies that may adversely affect the operation of any computer software or hardware or harm Our Platform or Shopchums, or the interests or property of Shopchums’ Users, or the functionality of the Platform;
3.18.7. to not reproduce, copy, modify, adapt, translate, publish, display, communicate, transmit, sell, exploit or use the whole or any part of Our Platform or any of its contents for any purposes except as may be described in these Terms.
3.19. If Shopchums, in its sole discretion, determines that a Delegate is acting in a manner that is not in accordance with the ordinary course intended herein, or in any manner detrimental or harmful to Shopchums, or to any third party on the Platform, Shopchums may, in its further sole discretion, suspend or terminate this Agreement with such Delegate, by giving written notice with immediate effect, without prejudice to any of Shopchums rights under this Agreement.
4. Addendum
As noted previously herein in these Delegate Terms, You must be registered as a Shopper in order to participate in the Delegate program (You consented to the Shopper Terms as part of such registration). For purposes herein, Sections 4 to 19 in the said Shopper Terms are applicable herein, and govern accordingly as and wherever appropriate in the Delegate program, as if said Shopper Terms were written as part of these Terms.
You are accordingly directed to Sections 4 to 19 in the Shopper Terms for reference, as You may require from time to time. Sections 4 to 19 in the Shopper Terms include:
5. Content Standards
6. Taxes and Compliance With Laws
7. Warranties
8. Limitation of Liability
9. Privacy
10. Intellectual Property
11. No Partnership or Agency
12. Assumption of Risk
13. Indemnity
14. Electronic Communications, Transactions, and Signatures
15. Service Interruptions
16. Force Majeure
17. Other Important Terms
18. Agreement Termination; Services Alteration or Termination
19. Miscellaneous
