This Terms of Service was last updated on the following date: 2015-01-12
Welcome to Universal Avenue, a brand ambassador and customer acquisition solution for the world’s top online brands.
The Universal Avenue service and network (collectively, "Universal Avenue" or "Service") are operated by Universal Avenue AB and its corporate affiliates (collectively, "us", "we" or "Company"). By accessing or using our web site at www.UniversalAvenue.com (the “Site”) you confirm that you have read, understand and agree to be bound by these Terms of Service ("Terms of Service" or "Agreement"), whether or not you are a registered member of Universal Avenue.
We reserve the right, at our sole discretion, to change, modify, add, or delete portions of these Terms of Service at any time without further notice. If we do this, we will post the changes to these Terms of Service on this page and will indicate at the top of this page the date these terms were last revised. Your continued use of the Service or the Site after any such changes constitutes your acceptance of the new Terms of Service, if you do not agree to abide by the Terms of Service, do not use or access (or continue to use or access) the Service or the Site. It is your responsibility to regularly check the Site to determine if there have been changes to these Terms of Service and to review such changes.
1. Brand Ambassadors
The Brand Ambassador hereby undertakes to promote the services and/or products presented at the domain www.universalavenue.com on behalf of companies and/or businesses and/or individuals (“Brands”) providing solutions for “clients” such as; hotels, hostels, vacation rentals, restaurants, bars, nightclubs, shops, tourist businesses, holiday activities of any kind, car rental or hiring, tours organizers, in a variety of countries worldwide (a “Client”).
Upon entering into the Terms of Service, the Brand Ambassador is given the opportunity to attend the interactive sales training provided by the Company online and for which the Brand Ambassador will obtain the relevant certificate by the Company. Brand Ambassador cannot begin to promote any brand before attending and passing the said training and obtaining the above mentioned certificate.
b. Personal Details of Brand Ambassador
c. Provision of true and correct information to potential clients
The Brand Ambassador undertakes to provide true and correct information to the Clients and not to promote the Company and associate brands under false pretenses and/or promises and/or undertakings and not to bind the Company or the Brand with any undertakings whatsoever. The Brand Ambassador may rely only on the information contained on the Site and/or the information provided to the Brand Ambassador by the Company during the interactive sales training. In the event that the Brand Ambassador breaches this term the Brand Ambassador will be liable towards the Company for any losses and/or damages the Company incurs as a result of such a breach by the Brand Ambassador.
The Company undertakes to pay the Brand Ambassador a specified kickback (as specified by a case by case basis on the Service) for every Client that signs up and/or enters and/or subscribes and/or registers with the promoted Brand as a result of the Brand Ambassador’s introduction. This amount is payable to the Brand Ambassador upon the actual cleared payment by the Brand to Universal Avenue of the subscription fee paid by the Client. This payment will be made to the Brand Ambassador’s account that is linked to her/his profile at Universal Avenue.
The kickback to Brand Ambassadors, less any payment processing fees, will be remitted by our third party payment processor, Odesk, within 30 days after the Brand has accepted the satisfactorily completed signup, provided that the total amount due is at least $50 (the “Minimum Commission”). For any month in which the total amount due is less than the Minimum Commission, the balance may be carried over to the following month. Unless otherwise stated, all numbers are quoted in U.S. Dollars.
e. Brand Ambassador liability
The Brand Ambassador is fully responsible to pay any taxes, charges, fees or expenses incurred by the Brand Ambassador, relating, concerning or deriving from his/her work as a Brand Ambassador.
If requested, by any appropriate and/or competent authority of any state and/or jurisdiction, by the Company to pay any amount regarding the Brand Ambassador’s commission the Brand Ambassador hereby undertakes to reimburse the company for any such amount and/or the Company has the right to keep any amount due to the Brand Ambassador as commission for reimbursing such payment.
In the event of any breach of the above terms of services by the Brand Ambassador he/she will be liable to compensate the Company for any damages and/or losses it may incur as a result of such breach and the Company may terminate this agreement by notice to the Brand Ambassador via the email address he/she provides upon entering these terms of services.
f. Brand Ambassadors Independent Contractor Relationship
For Brand Ambassadors it is understood that and agreed that nothing in this agreement is intended or should be construed to create a partnership, joint venture, employment agency or employer-employee relationship between Universal Avenue and you or between any Brand presented on Universal Avenue and you.
g. Brand Ambassador’s benefits and contributions
You are not entitled to or eligible for any benefits that Universal Avenue may make available to its employees, such as group insurance, profit sharing or retirement benefits. Because you will work as an independent contractor Universal Avenue will not withhold or make payments for social security, make unemployment insurance or disability insurance contributions, or obtain workers’ compensation insurance on your behalf.
Since you are an independent contractor and not an employee of Universal Avenue, we do not withhold income or employment taxes or any other amounts from any Fees paid to you under this Agreement. You are solely responsible for filing all tax returns and paying all amounts required by any federal, state, local, or foreign tax authority arising from the payment of Fees to you under this Agreement, and you agree to do so in a timely manner. Please be advised that, in general, all Fees paid to you under this Agreement are considered taxable income and we recommend that you consult your own tax advisor for information on your personal tax situation if you are unsure.
i. Compliance with law
You will comply with all applicable federal, state, local, and foreign laws governing self-employed individuals, including laws requiring the payment of taxes, such as income and employment taxes, and social security, disability and other contributions.
This Site is intended solely for users who are eighteen (18) years of age or older. Any registration by, use of or access to the Site by anyone under 18 is unauthorized, unlicensed and in violation of these Terms of Service. By using the Service or the Site, you represent and warrant that you are 18 or older and that you agree to and to abide by all of the terms and conditions of this Agreement.
You agree to (a) provide accurate, current and complete information about you as may be prompted by any registration forms on the Site (" Registration Data"); (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data, and any other information you provide to Company, to keep it accurate, current and complete; and (d) be fully responsible for all use of your account and for any actions that take place using your account.
3. Proprietary Rights in Site Content; Limited License
All content on the Site and available through the Service, including but not limited to designs, text, graphics, pictures, video, information, applications, software, music, sound and other files, and their selection and arrangement (the "Site Content"), are the proprietary property of the Company, its users or its licensors with all rights reserved. No Site Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without the Company's prior written permission, except that the foregoing does not apply to your own User Content (as defined below) that you legally post on the Site.
Provided that you are eligible for use of the Site, you are granted a limited, non-exclusive, license to access and use the Site and the Site Content and to download or print a copy of any portion of the Site Content to which you have properly gained access solely for your personal, non-commercial use, provided that you keep all copyright or other proprietary notices intact. Except for your own User Content (as defined below), you may not upload or republish Site Content on any Internet, Intranet or Extranet site or incorporate the information in any other database or compilation, and any other use of the Site Content is strictly prohibited. Such license is subject to these Terms of Service and does not include use of any data mining, robots or similar data gathering or extraction methods.
Any use of the Site or the Site Content other than as specifically authorized herein, without the prior written permission of Company, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms of Service shall be construed as conferring any license to intellectual property rights. This license is revocable at any time without notice and with or without cause.
UNIVERSAL AVENUE and other Company graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, trademarks or trade dress of Company in Sweden and/or other countries. Company's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.
5. User Conduct
You understand that except for explicit commercial Services offered by us on the Site (e.g. to act as a brand ambassador representing Brands), the Service and the Site are available for your personal, non-commercial use only. You represent, warrant and agree not to use the Service or the Site to:
Harvest or collect email addresses or other contact information of other users from the Service or the Site by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
Use the Service or the Site in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Site;
Use automated scripts to collect information from or otherwise interact with the Service or the Site; upload, post, transmit, share, store or otherwise make available (hereinafter “Post”) any content that (i) we deem to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable, or (ii) will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights;
Post any videos other than those of a personal nature that: (i) are of you or your friends, (ii) are taken by you or your friends, or (iii) are original art or animation created by you or your friends; register for more than one User account, register for a User account on behalf of an individual other than yourself, or register for a User account on behalf of any group or entity; impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your age or your affiliation with any person or entity;
Post any unsolicited or unauthorized advertising, solicitations, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
Post on the Site any private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers; solicit personal information from anyone under 18 or solicit passwords or personally identifying information for commercial or unlawful purposes;
Post any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; intimidate or harass another;
Post content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law; use or attempt to use another's account, service or system without authorization from the Company, or create a false identity on the Service or the Site.
Post content that, in the sole judgment of Company, is objectionable or which restricts or inhibits any other person from using or enjoying the Site, or which may expose Company or its users to any harm or liability of any type.
Without limiting any of the foregoing, you also agree to abide by our Universal Avenue Code of Conduct (or instructions provided by the Site) that provides further information regarding the authorized conduct of Brand Ambassadors on Universal Avenue.
6. User content posted on site
You are solely responsible for the photos, profiles, messages, notes, text, information, music, video, advertisements, listings, and other content that you Post on or through the Service or the Site, or transmit to or share with other users (collectively the "User Content").
You may Post User Content on the Site or Service that you did not create or that you do not have permission to Post. You understand and agree that the Company may, but is not obligated to, review the Site and may delete or remove (without notice) any Site Content or User Content in its sole discretion, for any reason or no reason, including without limitation User Content that in the sole judgment of the Company violates this Agreement or the Universal Avenue Code of Conduct, or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of users or others. You are solely responsible at your sole cost and expense for creating backup copies and replacing any User Content you Post on the Site or provide to the Company.
When you Post User Content to the Site, you authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the Posting and storage of the User Content on the Site. By Posting User Content to any part of the Site, you automatically grant, and you represent and warrant that you have the right to grant, to the Company an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose on or in connection with the Site or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing. You may remove your User Content from the Site at any time. If you choose to remove your User Content, the license granted above will automatically expire, however you acknowledge that the Company may retain archived copies of your User Content.
7. Copyright Complaints
We respect the intellectual property rights of others and we prohibit users from Posting or otherwise transmitting on the Site or Service any materials that violate another party's intellectual property rights. If you believe that any material on the Site infringes upon any copyright that you own or control, please send a written notification of such infringement to us.
8. Third Party Websites and Content
The Site contains (or you may be sent through the Site or the Service) links to other web sites ("Third Party Sites") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the "Third Party Applications, Software or Content"). Such Third Party Sites and Third Party Applications, Software or Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Sites accessed through the Site or any Third Party Applications, Software or Content Posted on, available through or installed from the Site, including without limitation the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Applications, Software or Content. Inclusion of, linking to or permitting the use or installation of any Third Party Site or any Third Party Applications, Software or Content does not imply approval or endorsement thereof by us.
If you decide to leave the Site and access the Third Party Sites or to use or install any Third Party Applications, Software or Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site or relating to any applications you use or install from the site.
9. Terms of Sale
Universal Avenue does not at this point offer any products for sale towards Brand Ambassadors at the platform.
10. User Disputes
You are solely responsible for your interactions with other Universal Avenue users. We reserve the right, but have no obligation, to monitor disputes between you and other users.
The Company is not responsible or liable in any manner for any User Content or Third Party Applications, Software or Content Posted on the Site or in connection with the Service, whether Posted or caused by users of the Site, by Universal Avenue, by third parties or by any of the equipment or programming associated with or utilized in the Site or the Service. Although we provide rules for user conduct and Postings, we do not control and are not responsible for what users Post, transmit or share on the Site and are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content you may encounter on the Site or in connection with any User Content or Third Party Applications, Software or Content. The Company is not responsible for the conduct, whether online or offline, of any user of the Site or Service.
The Company will make reasonable efforts to keep the Service operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions, and the Site and the Service may therefore be temporarily unavailable from time to time for maintenance or other reasons. You understand and agree that the Company has no obligation to maintain, support, upgrade, or update the Service, or to provide all or any specific content through the Service. Further, the Company assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, user communications.
The Company is not responsible for any technical malfunction or other problems of any telephone network or service, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any Site or combination thereof, including injury or damage to User's or to any other person's computer, mobile phone, or other hardware or software, related to or resulting from using or downloading materials in connection with the Web and/or in connection with the Service, including without limitation any Mobile Client software.
Under no circumstances will the Company be responsible for any loss or damage, including any loss or damage to any User Content or personal injury or death, resulting from anyone's use of the Site or the Service, any User Content or Third Party Applications, Software or Content Posted on or through the Site or the Service or transmitted to Users, or any interactions between users of the Site, whether online or offline.
We endeavor to provide the best Service we can, but you understand and agree that the Site and the Service are provided "as-is" and the company disclaims any and all representations and warranties, whether express or implied, including without limitation implied warranties of title, merchantability, fitness for a particular purpose or non-infringement. You use the Service at your own risk. The company cannot guarantee and does not promise any specific results from use of the Site and/or the Service. Company does not represent or warrant that software, content or materials on the Site or the Service are accurate, complete, reliable, current or error-free or that the Site or Service are free of viruses or other harmful components. Therefore, you should exercise caution in the use and downloading of any such software, content or materials and use industry-recognized software to detect and disinfect viruses.
The Company reserves the right to change any and all content, software and other items used or contained in the Site or Service at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by Company.
14. Limitation on Liability
You agree that, to the extent permitted by applicable law, your sole and exclusive remedy for any problems or dissatisfaction with the Service is to stop using the Service.
In no event will the Company, Brands or its directors, employees, shareholders or agents be liable to you or any third person for any indirect, consequential, exemplary, incidental, special or punitive damages, including for any lost profits or lost data arising from your use of the Site or the Service, even if the Company is aware or has been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, the Company's liability to you for any cause whatsoever, and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to Company for the Service during the term of membership, but in no case will the company's liability to you exceed $1000. You acknowledge that if no fees are paid to Company for the Service, you shall be limited to injunctive relief only, unless otherwise permitted by law, and shall not be entitled to damages of any kind from Company, regardless of the cause of action.
Nothing in these Terms of Service removes or limits our liability for fraud, fraudulent misrepresentation, death or personal injury caused by our negligence. Some aspects of this section may not apply in some jurisdictions.
15. Term and Termination
These Terms of Service will continue to apply to you until terminated by either you or the Company. The Company may suspend or terminate your membership, delete your profile and any content or information that you have Posted on the Site or through any Service and/or prohibit you from using or accessing the Service or the Site (or any portion, aspect or feature of the Service or the Site) for any reason, or no reason, at any time in its sole discretion, with or without notice.
16. Governing Law and Dispute Resolution
Unless otherwise required by a mandatory law of a member state of the European Union or any other jurisdiction, these Terms of Service are subject to the laws of Sweden, without regard to choice or conflicts of law principles. Further, you and we agree to the exclusive jurisdiction of the courts of Sweden to resolve any dispute, claim or controversy that arises in connection with the Services or these Terms of Service.
You agree to indemnify and hold the Company, its subsidiaries and affiliates, and each of their directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney's fees, arising out of or in connection with any User Content, Software or User Content you Post or share on or through the Site, your use of the Service or the Site, your conduct in connection with the Service or the Site or with Clients or other users of the Service or the Site, or any violation of these Terms and Conditions or of any law or the rights of any third party.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Site or the Service (" Submissions"), provided by you to Company are non-confidential and shall become the sole property of Company. Company shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
19. Changes to the Agreements
The Company may, in its discretion, make changes to the Service and these Terms of Service. When we make changes to the Terms of Service, that we consider material, we will notify you through the Service. By continuing to use the Service after those changes are made, you are expressing and acknowledging your acceptance of the changes.
These Terms of Service constitute the entire agreement between you and Company regarding the use of the Site and/or the Service, superseding any prior agreements between you and Company relating to your use of the Site or the Service. The failure of Company to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision in that or any other instance. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. If any provision of these Terms of Service shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Service and shall not affect the validity and enforceability of any remaining provisions.
Please contact email@UniversalAvenue.com for more information.