By registering for or participating in the HDLS Lighting Ltd Partnership (Affiliate) Program (“Program”), you agree to the following Terms and Conditions.

1. Appointment and Relationship

HDLS Lighting Ltd (“HDLS,” “we,” “us,” or “our”) authorizes approved participants (“Partner,” “you,” or “your”) as non-exclusive independent contractors to promote and refer customers to HDLS products through designated referral links or codes.
Participation in the Program does not create any employment, agency, joint venture, or franchise relationship between HDLS and the Partner.

2. Partner Responsibilities

• You are fully responsible for sourcing your own leads, marketing efforts, and promotional activities.
• HDLS does not provide leads, guarantees, or marketing budgets.
• All promotional materials and activities must comply with applicable laws and accurately represent HDLS products.
• You must not use spam, misleading claims, or unauthorized advertisements.
• Use of HDLS trademarks, images, or brand assets requires written permission.
• You agree to keep all non-public HDLS information confidential.

3. Commissions and Payments

• Commissions are earned only on qualifying sales generated directly via your assigned referral link or code.
• 14-Day Cool-Off Period: A sale must remain valid and uncancelled for at least 14 days before a commission becomes payable.
• Payment Schedule: Commissions are paid [monthly] via PayPal, bank transfer, or other approved methods.
• Taxes: You are solely responsible for any taxes, duties, or levies on your commission income under your local laws. HDLS will not withhold or remit taxes on your behalf.

4. Term and Termination

• This Agreement remains active until terminated by either party.
• Either party may terminate with 14 days’ written notice.
• HDLS may terminate immediately if you breach these Terms or engage in fraudulent, unethical, or damaging conduct.
• Upon termination, no future commissions will accrue, but approved commissions earned before termination will be paid after the 14-day cool-off period.

5. Intellectual Property

All HDLS product designs, trademarks, images, and materials remain the exclusive property of HDLS Lighting Ltd.
You may use approved materials only for legitimate Program promotion. Any unauthorized use is strictly prohibited.

6. Confidentiality

All confidential or proprietary information shared by HDLS must be kept secure and not disclosed to third parties.
This obligation continues even after termination of your participation in the Program.

7. Compliance and Representations

You agree to comply with all applicable advertising, consumer, and data-protection laws (including GDPR, CAN-SPAM, and other regional marketing standards).
You will indemnify and hold HDLS harmless from any claim or liability arising from your breach of these obligations or misuse of Program materials.

8. Limitation of Liability

8.1. HDLS Lighting Ltd shall not be liable for any indirect, incidental, or consequential losses, including loss of profits, revenue, or data.
8.2. Liability Cap: HDLS Lighting Ltd’s total aggregate liability to you for any claims, losses, or damages arising from or related to this Agreement shall not exceed the total amount of commissions actually paid to you during the one (1) month immediately preceding the event giving rise to the claim.

9. Governing Law and Jurisdiction

9.1. These Terms shall be governed by and construed in accordance with the laws of England and Wales, without regard to conflict-of-law principles.
9.2. For Partners located outside the United Kingdom, including the United States of America, these Terms remain governed by English law. However, HDLS reserves the right to initiate or enforce legal proceedings in your local jurisdiction if required to protect its rights or interests.
9.3. All disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales, except that HDLS may seek enforcement or injunctive relief in any jurisdiction where you operate.

10. Entire Agreement

These Terms constitute the complete understanding between HDLS Lighting Ltd and you regarding the Partnership Program and supersede all prior agreements or understandings, whether written or oral.

Acceptance

By clicking “I Agree” or completing your sign-up to the HDLS Partnership (Affiliate) Program, you acknowledge that you have read, understood, and agree to be bound by these Terms & Conditions.

I have read and agree to the HDLS Lighting Ltd Partnership (Affiliate) Program Terms & Conditions.