Introduction
These Affiliate Terms and Conditions ("Terms") shall govern the relationship between Nadelir Limited, having its registered office at Ileia 10A, 3115, Limassol, Cyprus ("Nadelir") and any person/entity that has submitted an application for the registration of an affiliate account ("Affiliate") with Nadelir's affiliate network at https://nadelir.com/ ("Network").
Nadelir reserves the right to make changes to these Terms at any time. BY CONTINUING TO PARTICIPATE IN THE NETWORK, YOU PROMISE US THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS, AS AMENDED FROM TIME TO TIME BY THE COMPANY.
1. Network
The Affiliate agrees to provide the Services. Nadelir shall grant the Affiliate a non-exclusive, non-transferable, revocable and limited license to: (i) participate in marketing campaigns ("Offers"); and (ii) use creative materials ("Ad Tools") provided by Advertisers.
- Participation is strictly subject to Nadelir's prior approval.
- Nadelir reserves the right to deny any Application in its sole discretion.
- If the Application is successful, the Affiliate participates via a password-protected Account.
- The Affiliate is solely responsible for maintaining Account confidentiality.
- Nadelir is not liable for the Affiliate's inability to use or access the Network.
- Affiliate agrees not to access or crawl the Network through automated means.
2. Traffic Sources
The Affiliate is solely responsible for all Traffic Sources used to drive conversions. Under these Terms, the Affiliate strictly shall not:
- Inflate Conversions through misleading practices, artificial traffic, or deceitful actions.
- Accept or route Conversions generated from proxy servers, virtual private networks, or bot activity.
- Install software or auto-download programs on end-user devices without their explicit consent.
- Violate intellectual property rights, trademarks, or patents of Nadelir, its advertisers, or third parties.
- Promote prohibited content, including pornographic, violent, hate-mongering, discriminatory, or illegal materials.
3. Tracking
The Affiliate must correctly implement and include Network Tracking Codes in all approved Traffic Sources. Affiliate shall not modify, circumvent, or interfere with any Tracking Codes. Nadelir reserves the right to seed diagnostic Data or perform automated checks to monitor system integrity and compliance.
4. Fees and Payment Terms
4.1 Calculation — Fees are calculated based on Valid Conversions recorded by Network Tracking Codes. Any fee-related questions or disputes must be submitted in writing within 5 days of generation.
4.2 Validation of Conversions — Nadelir reserves the right to evaluate all Conversions. A Valid Conversion is defined as a transaction that is not bot-generated, not from an existing customer, and fully meets specified Offer criteria.
4.3 Payments — Fees are processed every week on Thursdays. The initial period operates on a NET 15 basis. Payments are disbursed subject to the following Payment Thresholds:
- Webmoney – $50 Minimum
- Payoneer – $250 Minimum
- Paxum – $250 Minimum
- PayPal – $500 Minimum
- Wire transfer – $1000 Minimum
The Affiliate will earn a 2% referral commission on generated traffic for the first 12 months.
5. Sub-Affiliates
The Affiliate is fully and jointly responsible for all acts and omissions of its Sub-Affiliates. Nadelir reserves the absolute right to prohibit or require pre-approval of any or all Sub-Affiliates in its network.
6. Privacy
Affiliates must prominently post a compliant privacy policy on all approved Traffic Sources. You must comply with all applicable global privacy laws (including GDPR and CCPA) and clearly disclose any tracking technologies used.
7. E-mail Marketing
Email marketing campaigns are strictly permitted only with Nadelir's prior explicit written consent. All campaigns must comply with relevant legal standards, and must only target recipients who have provided clear affirmative consent.
8. Trademarks and Keyword Bidding
Nadelir maintains a dynamic list of banned keywords. The Affiliate shall not bid on, target, or capture search engine traffic using any restricted keywords or proprietary brand trademarks.
9. Term and Termination
The Affiliate may terminate this agreement at any time with 3 days' prior written notice. Nadelir may suspend or terminate Affiliate participation with immediate effect. Upon termination, the Affiliate must:
- Immediately cease utilizing all Ad Tools and creative materials.
- Cease transmitting any Offer-related emails or promotional materials.
- Acknowledge that all licenses granted under these Terms terminate immediately.
- Return or destroy all proprietary or Confidential Information.
10. Representations and Warranties
The Affiliate represents, warrants, and covenants to Nadelir that:
- This agreement is duly and validly executed by an authorized representative.
- Participation complies with all designated Terms and applicable regional and international Laws.
- No IP, trademark, copyright, or design rights infringement occurs in any promotional activity.
- Affiliate has obtained all necessary licenses, permits, and permissions required to host content.
- State-of-the-art security policies and safety standards are actively maintained.
11. Disclaimers. Limitation of Liability.
All Network Offerings and services are provided "AS IS" and without warranty of any kind. Nadelir hereby disclaims all statutory and implied warranties. To the maximum extent permitted, Nadelir's total liability under this agreement shall be strictly limited to the cumulative fees paid to the Affiliate in the 3 months preceding the claim.
12. Confidentiality
Confidential Information includes Nadelir's proprietary structures, explicitly marked documentation, and info that should reasonably be treated as confidential. This protective obligation survives termination of the relationship for a period of 3 years.
13. Indemnification
The Affiliate shall indemnify, defend, and hold harmless Nadelir and its partners against all liabilities, damages, or costs arising directly from the Affiliate's participation in the Network, breach of these Terms, or violation of applicable Laws.
14. Non-Circumvention
The Affiliate agrees not to circumvent Nadelir's advertiser relationships during the active term and for 1 year following termination. Breaching this covenant results in liquidated damages equal to 100% of the total Fees paid during the prior 12-month period.
15. Choice of Law/Venue. Dispute Resolution.
This agreement is governed by and construed in accordance with the laws of England and Wales. All disputes arising from these Terms shall be settled by binding arbitration administered by the ICDR. Claims must be filed within 1 year of the occurrence.
16. Miscellaneous
- Status of the Parties — Parties operate as independent contractors. No joint venture or employment structure is established.
- Force Majeure — Neither party is liable for performance disruptions caused by events beyond reasonable control.
- Assignment — The Affiliate may not assign, transfer, or delegate rights without prior written consent from Nadelir.
- Entire Agreement — These Terms constitute the complete understanding and supersede any previous arrangements.
- Non-Waiver — Failure to enforce any provision does not constitute a waiver of rights.
- Severability — If any provision is deemed invalid, the remaining items continue in full force.
