Website Link Contract between Royal Mail Group Limited (“Parcelforce Worldwide”) (via its agent Digital Window Limited) and Participating Affiliate

Parcelforce Worldwide is a registered trade mark and trading name of ROYAL MAIL GROUP LIMITED, company no. 4138203 ,having its registered office at 148, Old Street, London, EC1V 9HQ and is a leading provider of guaranteed express deliveries covering all 27 million addresses in the UK and 99.6% of the world population.


As we compete in an open market, we recognise that our customers have a choice and we aim to provide high quality and fairly priced services, no matter their size. Our website offers anyone in the UK, whether they are an account customer or not, the ability to book a collection for delivery worldwide using our guaranteed services.

The purpose of our Affiliate Programme is provide an opportunity for those visitors to your website to access our website via a URL link and purchase our services.

OUR PROGRAMME

Parcelforce Worldwide has constructed an outstanding Affiliate Programme with Affiliate Window, ( a trading name of Digital Window Limited ), in which you will have the opportunity to participate.

Voucher Codes

To celebrate the launch of our programme, we are delighted to be able to offer the following DISCOUNT VOUCHER CODE, available until 31st December 2008.

Use the Voucher Code: XMA which will enable a visitor to your website who uses the URL link to our website and subsequently makes a purchase to get a 10% discount on all online orders we accept that qualify you for commission.
We always work with our affiliates to create a mutually successful program and are always willing to discuss exclusive voucher codes for your website.

Commission Rate

We are delighted to be able to offer affiliates £3 per sale made via our website within 30 days of a visit to it from your URL link.

TERMS & CONDITIONS

Commissions offered are on our Products purchased for delivery to all UK & worldwide destinations

Voucher Code Use

The Participating Affiliate may only use discount codes issued for its use by Parcelforce Worldwide and Parcelforce Worldwide may terminate this Agreement with immediate affect if the Particpating Affiliate contravenes that provision and may recover from the Participating Affiliate the any discount given to a Customer by Parcelforce Worldwide.

Note:

Commission only become due to the Participating Affiliate after Parcelforce Worldwide has been paid and provided no refund has been requested by the Customer within the next 35 days.

Restrictions
Participating Affiliates must adhere to the following restrictions.

“Bidding”, “e.g. using keywords or acronyms to re-direct customers to a site when the customer is searching for Parcelforce Worldwide is strictly forbidden and may immediately terminate this Agreement in such circumastances. This means that any direction to a third party website effected from a search for Parcelforce Worldwide or any of the Restricted Keywords shall entitle Parcelforce Worldwide to terminate this arrangement.

When bidding for traffic through search engines, directories or any other online database, the following keywords are strictly forbidden. These rules apply to bidding on our competitors brand words with Parcelforce links including misspellings & abbreviated versions.

Restricted keywords:
Brand related terms
Misspellings
Brand + Generic combinations (e.g. Parcelforce postage)
Competitor brand terms

Brand related terms:
parcel force

parcel force 24

parcel force 48

parcel force charge

parcel force co.uk

parcel force com

parcel force cost

parcel force delivery

parcel force delivery service

parcel force price list

parcel force prices

parcel force rate

parcel force services

parcel force uk

parcel force web site

parcel force world wide

parcel force worldwide

parcel forces

parcelforce

parcelforce uk

parcelforce uk.com

parcelforce wordwide

parcelforce worldwide

parcelforce worldwide.com

parcelforce.com

www.parcelforce

www.parcelforce.co.uk

www.parcelforce.com

force parcel worldwide

international parcelforce

parcel force international

parcelforce international
Affiliates must add brand & misspell terms as negative keywords to their entire search engine campaigns for Parcelforce.

Please note you may only use trade marks pursuant to the Licence set out below and any breach of its terms ( and these terms and conditions form part of that Licence ) or other terms between us will entitle us to terminate all and any contractual arrangement with you immediately.

You will find our banners and links by logging into affiliatewindow.com, viewing your merchants and clicking "Linking Methods"

Affiliates may not alter any of the creative or text links available through the Affiliate Window interface. In order to prevent out of date content, affiliates may not hardcore the creative into their sites. If any of these prohibitions are not observed then commission is automatically cancelled.

Parcelforce worldwide also reserves the right not to pay commission if in its reasonable opinion you have not exercised yourbrights in a bona fide manner.


This Agreement may be terminated at any time by Parcelforce worldwide and in that event your rights pursuant to it shall cease and in particular the Licence set out below and your right to any further commission shall also terminate.


Licence to Establish a one way Hyperlink to the [Parcelforce Worldwide Homepage of] Royal Mail Group Website “PFW Website” from a Participating Affiliates Website and the Reproduction of Royal Mail Group Limited (RMG) Trade Marks on Participating Affiliate Website

In consideration of your compliance with the conditions set out below (the "Conditions"), RMG is willing to grant you permission to establish a hyperlink from your website located at URL [Licensee URL] “Your Website”, to the PFW Website located at [URL] and to reproduce the trade marks set out in Schedule 1 to this letter licence (the “Trade Marks”), on Your "Website" for the purpose set out at Schedule 2 (the "Purpose"). RMG will in this instance waive any royalty payable.

The Conditions are:

Licence

1.  The Licence granted is non-exclusive.

2.  The Licence is granted from the date of signing of the Licence by the later party to sign, and shall continue until terminated in accordance with the Conditions.

Use of Trade Marks and Hyperlink

3.  You will use or reproduce the Trade Marks only on Your Website for the Purpose and only as expressly permitted in this Licence in the form identical to that set out or referred to

4.  in Schedule 1 to this Licence or as otherwise stipulated from time to time by RMG. You shall observe any directions given to you by the RMG as to the colours and size of representations of the Trade Marks and their manner and disposition on Your Website and all advertising and promotional and other documentary material which makes use of the Trade Marks. The reproduction of the Trade Marks will be accurate and of high quality.

5.  You will not use or reproduce the Trade Marks in any other manner, or on or in relation to any goods or services other than on Your Website for the Purpose, or use any other intellectual property owned or used by RMG without the prior written permission of RMG.

6.  You will include the following acknowledgement of RMG’s rights in close proximity to the Trade Marks or in an appropriate “Acknowledgements” section:

[Trade Marks] are Trade Marks of Royal Mail Group Limited

Reproduced by kind permission of Royal Mail Group Limited.

All Rights Reserved.

7.  The grant of the right to create a URL Hyperlink is limited to the setting up of the one-way link from URL: (Your Webpage) to URL: (“[RMG ENTITY] Home Page”), which shall be called the “Hyperlink”.

8.  The Hyperlink must at all times point to the PFW Home Page. Deeplinking is not permitted.

9.  You must allow free and unauthorized access by [RMG] (or its agents) to Your Website and to Your Webpage for the term of this Licence, so that [RMG] may carry out regular inspections to satisfy itself that you are complying fully with the terms of this letter licence.

10.  You undertake that it will be made clear to all users of Your Website that by using the Hyperlink they are changing sites to the PFW Website. The permission does not allow the use of framing.

11.  The permission does not permit you to use [RMG’s] intellectual property for purposes of registration with search engines, meta-tagging or the like.

12.  You will ensure that the terms and conditions of Your Website include a ‘no reproduction or copying or downloading’ clause OR will insert a clause specific to the Trade Marks to the effect that it may not be copied or reproduced in any way, without the further written permission of RMG.

13.  You will comply with RMG policies relating to use of the Trade Marks and you will not do or suffer to be done any act or thing such as may adversely affect the rights of RMG in and to the Trade Marks or which might reduce their value.

14.  You will not use any Trade Mark in any way which could tend to allow it to become generic, to lose its distinctiveness, to become liable to mislead the public or which would otherwise be detrimental to or inconsistent with the good name, goodwill, reputation or image of RMG.

15.  You will not use any imagery or words related to RMG in any way which would or would be likely to bring RMG into disrepute.

16.  You will not use or seek to register as a trade mark or as a business name or corporate name or any domain name, any mark or name the same as or which may be confused with the Trade Marks or any other trade mark or name owned or used by RMG.

17.  You will not use any Trade Mark in conjunction with any other marks or names without the prior written consent of RMG.

18.  You will make no representations, statements or claims in any form on the Website, in any other publications or materials or otherwise implying that any of your goods or services are approved or recommended by RMG. You will not act as an agent to, nor hold yourself out as an agent of or belonging to, RMG.

19.  Promptly following the reproduction of the Trade Marks on the Website, you will return all material supplied by RMG which relates to the reproduction of the Trade Marks. You agree to pay all reasonable costs incurred by RMG in providing and recovering any such material.

Ownership of Trade Marks

20.  All intellectual property rights in the Trade Marks (which in these clauses 21-24 inclusive shall be deemed to include references to all RMG Websites) are and shall remain the sole and exclusive property of RMG and/or its wholly owned subsidiaries. This Licence does not constitute any assignment of those rights.

21.  You acknowledge the title of RMG to the Trade Marks in the United Kingdom and elsewhere and undertake not to do any act which would or might invalidate such title. If you challenge the validity of the Trade Marks or the title of RMG thereto RMG shall be entitled on written notice to you to terminate this Licence forthwith.

22.  You will not make any representation or do any act which may be taken to indicate that you have any right, title or interest in or to the ownership or use of the Trade Marks other than as conferred by this Licence, or otherwise give permission to use the same save as expressly granted in this Licence.

23.  Any accretion of goodwill derived by reason of the use of the Trade Marks shall accrue to RMG whether arising at common law or otherwise. If requested by RMG you shall immediately, irrevocably and unconditionally assign to RMG all such goodwill, and RMG shall meet your reasonable costs in this regard.

Termination

RMG may terminate this Licence on giving you not less than one month's written notice.

24.  In addition, RMG may terminate this Licence immediately at any time on giving you written notice if:

24.1 you are or appear to be in breach of any of the Conditions; or

24.2 you become insolvent; or

24.3 any agreement that RMG has with either I Spy Limited or Digital Window Limited terminates or any notice to terminate any such agreement is given.

25.  On termination of this Licence for any reason you must immediately:

26.1 cease using any Trade Marks on the Website or otherwise;

26.2 disable and remove the Hyperlink, and

26.2 return to RMG any documents and other materials supplied to you by RMG in connection with this Licence.

26.  If you have not complied with any of the provisions of clause 26, within 7 working days of termination, you agree that RMG is authorised to procure the removal of the Trade Marks from the Website and agree to pay the reasonable costs of RMG doing so.

27.  Survival

The expiry or termination of this Licence shall be without prejudice to the rights and obligations of you and RMG existing prior to expiry or termination. The clauses of this Licence that expressly or impliedly have effect after expiry or termination will continue to have effect notwithstanding expiry or termination.

Confidentiality

28.  This licence is confidential. All specifications, drawings, samples, artwork, materials and information (and any associated intellectual property rights) (“Confidential Information”) issued by RMG are confidential and must be used solely for the purposes of implementing this licence. Such Confidential Information must not be copied or disclosed to any third party without the prior written consent of RMG. This shall not apply to any Confidential Information which is in or subsequently comes into the public domain other than through a breach of this Agreement.

Miscellaneous

29.  You undertake to comply with all laws, codes of practice and regulations in the Territory relating to Your Website.

30.  You will not assign, transfer, charge or license (or purport to do so) this Licence or any rights or obligations under this Licence without the prior written consent of RMG. RMG will have absolute discretion as to whether or not to give such consent and as to the terms on which any such consent is given. This Licence shall enure to the benefit of and bind the respective successors and permitted assigns of you and RMG.