Terms & Conditions

TERMS & CONDITIONS OF SALE.

Please find beow our Terms of Sale.
THESE TERMS & CONDITIONS ARE APPLICABLE TO ACUGRAPH EUROPE LIMITED AND ITS GROUP OF WEBSITES WHICH INCLUDE BUT ARE NOT LIMITED TO;
www.acugrapheurope.com
www.acugraph.ie
www.acugraph.co.uk

If you have any questions about our products or your order please email us at orders@acugrapheurope.com
Our Support Team replies to inquiries in the order they are received. Normal reply time is 24 hours, Monday through Friday from 9:00 AM to 5:00 PM GMT; Excludes Holidays.

WARRANTY.
All Hardware products sold by the AcuGraph Europe Group of Web Sites are covered by 1(One) Years Return to Base Warranty unless specifically stated (See below for specific Warranties). There is NO On Site Warranty provided. In the event of a failure of Any item, it must be set back to AcuGraph Europe for repair or replacement unless otherwise stated. The cost of returning an item to AcuGraph Europe is at the customers expense.
All perishable items including but not limited to AcuHerb and Sweet Cures products do not come with any warrant whatsoever.
Body Clock Units are guaranteed for a period of 5 years after date of purchase against manufacturers defects. This guarantee does not cover leads, electrodes, batteries or other consumable items.
Zen Lifestyles' products meet the highest quality standards and they are all CE marked. They are guaranteed to be free from defects in material and workmanship, covering both parts and labour from the date of purchase for 5 years (the Compact Juicer has a lifetime guarantee on motor) . The owner must show proof of purchase.

RETURN POLICY
Unless otherwise specified, we will accept returns by the original purchaser for a 15% restocking fee (excluding shipping charges) on non-restricted products within 14 days of invoice date provided the Terms and Conditions of the AcuGraph Europe. Return Policy are met.
If the product being returned received a special promotional price, this is the amount that will be refunded, less any applicable restocking fees. If product being returned also received any promotional items, these items must be returned. Refunds are applied to the original payment method ONLY. Shipping fees are not refundable. NO EXCEPTIONS.
ALL products being returned must be 100% Complete and must be packaged in ORIGINAL PACKAGING. All packing materials, manuals, disks, CDs, digital media, blank warranty cards, accessories pamphlets, other accessories, free promotional items and documentation MUST be included in the original packaging, as provided by the manufacturer.
Items sent for return consideration will be immediately denied and AcuGraph Europe. return policy will NOT BE HONORED in the event that a return shipment is received by us improperly packaged, altered or physically damaged.
ALL ITEMS WILL BE INSPECTED AND TESTED UPON RECEIPT. Any discrepancies including, but not limited to the following list will result in the package being returned to the customer and credit or replacement will NOT be issued.
Original shipping costs, return shipping costs, proof of delivery, risk of loss, and insurance coverage related with returning the product are the responsibility of the customer.
RETURNS will NOT be accepted at our warehouse without a Return Authorization Number (RMA#). You can request an AcuGraph Europe RMA Number by email: support@acugrapheurope.com
RMA service and warranty coverage is void on all products that show signs of being tampered, altered, damaged, hacked, cracked, soldered, pieces removed, overclocked or etc. NO EXCEPTIONS.
RMAs are processed in the order they are received. The manufacturer and AcuGraph Europe. reserves the right to deny RMA requests as well as the right to contact you prior to authorizing your RMA request for more information or during a RMA transaction.
AcuGraph Europe strongly recommends FULLY insuring the package you are returning to us. THIS IS FOR YOUR PROTECTION, in the event the package is LOST or DAMAGED in-transit. We suggest using a shipping service that offers tracking numbers so you can provide "proof of delivery" when requested. Shipping charges associated with the return are the sole responsibility of the customer and are non-refundable.

ACUGRAPH 30 DAY MONEY BACK GAURANTEE
AcuGraph Europe provide all customers who purchase an AcuGraph the opportunity to avail of our 30 Day Money Back Guarantee from the date that they receive their AcuGraph.
All refunds are minus any shipping or Credit Card charges incurred.
•    Customers MUST return their AcuGraph to AcuGraph Europe prior to any refund being issued
•    All returns for refund are subject to the inspection criteria below.
•    Items failing the inspection as listed below willl not be refunded
•    This Refund Policy only applies to AcuGraph products and no others

ZEN 14 Day Money Back Guarantee
Any goods purchased from this website are covered by the the Consumer Protection (Distance Selling) Regulations 2000 and AcuGraph Europe Ltd's 14 day money back guarantee.    This entitles any customer to return their goods within 14 working days from the day after that on which the goods are received by the customer. Where a customer wishes to cancel a contract then they must ensure that reasonable care is taken of the goods and they are to be returned at the customer's cost. AcuGraph Europe Ltd can arrange collection of the goods but the collection charges will be deducted from the customer's refund. Please call AcuGraph Europe Ltd's customer service department on +353(0) 15240920 before returning any goods so that a RMA number can be issued, otherwise the goods will not be accepted and will be returned to the sender at their cost.

REFUND POLICY:
Once the returned goods have been received by us we will issue the relevant refund within 30 days. Goods must be returned in the same condition as despatched, no postage marks on internal cartons. Cost of return delivery is the customer's liability.

INSPECTION CRITERIA:
The following Inspection Criteria will be utilized in determining rejected returns and refused defective product processing:
1. Products not properly packaged or returned in non-qualified shipping container (such as newspaper-wrapped boxes).
2. Packages showing signs of label tampering or counterfeiting or switching. Standard certification labels removed or torn (such as UL Listing, capacity, brand name, missing barcode/UPC code).
3. Products with NON-MATCHING SERIAL NUMBERS. We maintain a serial number database for all products sold and this database is used when matching products to the invoice for customers.
4. Products showing signs of DAMAGE such as cracked components or damage to circuit boards, any dents, scratches, defacement or abuse of base casting, torn or punctured tape seals, torn or punctured void warranty seals/security seals; loose, damaged or removed screws/fasteners; altered components; resoldered components; or hacked components.
If you have any questions about our products or your order please email us at support@acugrapheurope.com
Our Support Team replies to inquiries in the order they are received. Normal reply time is less than 24 hours, Monday through Friday from 9:00 AM to 5:00 PM GMT; Excludes Holidays. Expect longer delays during Holidays.

METHODS OF PAYMENT ACCEPTED:
AcuGraph Europe gladly accepts most major credit cards, Bank Transfer, Cleared Cheques. All prices listed are in Euro's.
Quantities may be Limited

AcuGraph Europe. may, at is own discretion, limit or cancel quantities purchased per person, per household, per order or per account without prior notice. These restrictions may include orders placed by the same billing and/or shipping address. Notification will be sent to the email provided should such change occur. We reserve the right to limit quantities sold, including the right to limit or prohibit sales to dealers, households or individuals.
Prices and availability are subject to change without notice. Errors will be corrected where discovered, and AcuGraph Europe. reserves the right to revoke any stated offer and to amend any errors, inaccuracies or omissions including after an order has been submitted and whether or not the order has been confirmed and your credit card charged.

ORDER TIPS:
To ensure your ordering experience is a pleasant and efficient one, please keep in mind the Bill to and Ship to address fields. The Bill To address refers to where your credit card statements are sent or what your credit card issuer has on file for you. Information you provide is subject to verification procedures with your credit card issuer and can delay the timely processing of your order. For security purposes, your credit card will not provide specific reasons an order is denied.

FREQUENTLY ASKED QUESTIONS:
ORDERING
1) How long does it take to receive my order?
The order processing time includes, but is not limited to, credit verification and time to pick and pack your order. All orders are shipped Monday through Friday only during regular business hours. Delivery time is from point of order fulfillment, not order placement.
If your Bill To and Ship To address differ, expect delays of 1 to 3 additional working days or expect a contact verification courtesy call from your Credit Card Provider.

WE PROSECUTE ALL FRAUD TO THE FULLEST EXTENT OF THE LAW.
If the product is on backorder, it may take additional time. We will try our best to keep you posted of any delays.
2) *Where do you ship to?
We ship to Europe ONLY
3) Do you ship to College Campuses?
Yes, of course we will ship to your school, provided your address is verifiable with your credit card issuer. Be sure you include a physical street address along with your other delivery information. This will ensure your order is processed efficiently by our automated shipping system at our warehouse.
If you are using your parents' credit card, be sure you have their permission to do so as AcuGraph Europe. reserves the right to cancel your order or contact your parents directly for verification. No exceptions.
4) Which Shipping Carriers Do You Use?
AcuGraph Europe. uses UPS, DPD, FEDEX, PARCEL POST and ANY other Shipping Providers we may choose.
5) Do you charge Sales Tax?
Yes we charge the Irish Value Added Tax (VAT) rate of 21.5% to all orders. I you are VAT registered in any other European country you can enter your VAT number at you check out and when verified with will be deducted from the final payment..
6) How come the prices on the site are not the same as the prices in my shopping cart?
Prices listed on our site always reflect the most recent price. If you have added items to your cart at another time, please clear your shopping cart as the pricing in your shopping cart may differ. Our prices are s

Terms & Conditions Specific to AcuGraph Affiliate, AcuGraph Professional, AcuGraph Ambassador, AcuGraph Link Partner & Any and All other AcuGraph Programs which use the AcuGraph Affiliate System.

This Affiliate Service Agreement (the "Agreement") is made by and between AcuGraph Europe Limited and you, as an Affiliate utilizing the AcuGraph Europe Limited service ("You", "Your", "Affiliate").

You must agree to abide by the terms and conditions contained in this Agreement in order to participate. Please read this Agreement carefully before registering and using the Service as an Affiliate. By signing up for AcuGraph Europe Limited Partnership Programs, you indicate Your acceptance of this Agreement and its terms and conditions. If You do not accept this Agreement, do not use the AcuGraph Europe Limited Service as an Partner.

The following agreement is summarized as follows:

• You place our merchants banners anywhere on your site as you see fit, or within non-spam emails.

• We may email you concerning new merchant programs

• We might change the service here and then

• Adult, Hate, or other related sites are not allowed

• You will be paid your commissions, at such time as your account balance is €50 or more.

• All statistics are collected and calculated by Health-Affiliates.net, and will be the only valid stats used for determining commissions.

• Any page that contains AcuGraph Europe Limited links, banners, or code must be written in English.

• As an affiliate, you can only have 1 account. You can list multiple domains in one account, but only one account is allowed. Self-referrals for affiliate or merchant accounts are strictly prohibited.

• International affiliates (those with addresses outside of the Ireland) are paid via PayPal ONLY.

• Your physical address listed for receiving checks MUST be your actual address. Mail forwarding services, for the purpose of avoiding network demographics, is NOT allowed. For example, if you choose IRELAND as your country, you must be in IRELAND. If you choose Russia as a country, you must be in Russia.

• You won't hold us liable for anything, a link to a non AcuGraph Europe Limited Web site does not mean that AcuGraph Europe Limited endorses or accepts any responsibility for the content or the use of such Web site.

• You cannot SPAM. You cannot SPAM. You cannot SPAM. We will terminate your account on the first offense of SPAMMING. Do not send email to lists or groups that you do not have permission to send to. We cannot stress this enough, we WILL terminate your account on the first offense.

• You may place banners or links within your newsletters, in content of your website, or within other web related content.

• Affiliate accounts that are left inactive will be removed from our system if their balance is equal to or less than €25. If an abandoned affiliate account has a balance between €25 and €50, a €25 fee will be assesed once per calendar month, until the balance is equal to zero dollars - and is closed. At no time will an affiliate ever owe monies to AcuGraph Europe Limited. based on fees - the account will simply be closed. An abandoned affiliate account is defined as any account that has not been logged in to for a period of 6 months, nor have any transactions been posted to that account. If one or the other of those conditions are true - the account will remain in an active state.

• NOT ALLOWED: All other uses of banners or links, such as newsgroups, chat rooms, ICQ, message boards, banner networks, hit farms, counters, or guestbooks etc. are NOT allowed.

• NOT ALLOWED: Any placement of creative in a "Desktop" advertising scheme. This includes any and all 3rd party advertising platforms that use a desktop application to display ads in any form.

• NOT ALLOWED: Any display of a merchant window that isn't the result of a direct click by the end-user.

• Failure to abide by these rules could mean termination from a given merchant program, or from Health-Affiliates.net completely with a complete forfeit of commissions.

• Fraud is a serious offense, and will be treated as such. Fraud is defined as any action that intentionally attempts to create sales, leads, or click-throughs using robots, frames, iframes, scripts, or manually "refreshing" of pages, for the sole purpose of creating commissions. ANY ATTEMPTED FRAUD OR FRAUD WILL RESULT IN MEMBERSHIP TERMINATION AND VOIDED COMMISSIONS.

• If you run or utilize an incentive website, you MAY participate in AcuGraph Europe Limited's pay-per-click and pay-per-lead programs ONLY IF you receive specific written (fax or email are ok as well) permission from the merchant. You must also copy this specific permission to us, and that permission must detail exactly what kind of incentive your users have to click the links. Without this permission, your commissions may be voided. You are allowed to participate in any pay-per-sale programs without any special permission.

• You cannot refer yourself as a Merchant with AcuGraph Europe Limited and receive commission. Sorry.

AcuGraph Europe Limited respects the privacy of its users and will not disclose personal information to third parties without the express permission of You and Your company. If You have any questions please contact Info@acugrapheurope.com

DEFINITIONS

"Performance Marketing" occurs when individual web sites that generate their own traffic ("Affiliates") partner with online Merchants ("Merchant")’s and the Merchant pays a commission or other reward for those Visitors resulting in a measurable action such as a closed sale, lead, hit, or other action.

"Affiliate" means an individual or business generating their own traffic and thus rewarded for legitimate sales, leads, clicks, or other measurable action. Affiliates use partners.acugrapheurope.com to facilitate relationships with Merchants as well as gain tracking, reporting, and receipt of commission payment.

"Merchant" means an e-commerce entity paying a commission or bounty for legitimate sales, leads, clicks, or other measurable action by a Visitor. Merchants use Health-Affiliates.net facilitate relationships as well as gain tracking, reporting, and issuance of commission payment.

"Visitor" means any person, or user that clicks on a Link to a Merchant’s Web site placed on an Affiliate's Web site.

"sale commission" means the Payout the Merchant sets and agrees to pay for Visitors referred to the Merchant's Web site that results in a sale of a product or service. The sale could occur at the time of the visit or at a later time not to exceed 30 days. If a sale occurs after 30 days and the Visitor has not returned through an authorized Affiliate's site, then no Payout shall occur.

"Payout" means the amount of sale commission, lead commission, or click commission a Merchant agrees to pay for an individual measurable action. The Payout is defined as either a percentage of a total sale amount, or as a set bounty (flat rate) per action.

"Commission" means the amount sale commission, lead commission, or click commission a Merchant agrees to pay for an individual measurable action. The Payout is defined as either a percentage of a total sale amount, or as a set bounty (flat rate) per action.

"Link" means a hyperlink placed on an Affiliate's site that, when clicked on, sends a Visitor through to a Merchant website via redirection at Health-Affiliates.net . Links take many forms including text, a product image, buttons, banners, videos or any other format acceptable to the Merchant.

"VOID" means a reversal of a Payout previously earned for a sale, lead, or click that is later rescinded or corrected by the Merchant. Merchant's may VOID transactions that are fraudulent, or in the case of returned merchandise, duplicate transactions, or other valid reasons.

"Your Account" means a specific account within the Service, where Commissions are credited.

THE SERVICE

AcuGraph Europe Limited has developed and operates a service (the "Service") which allows Affiliates to participate in Performance Marketing programs. As an Affiliate of AcuGraph Europe Limited you will be establishing arrangements with third party organizations, called Merchants. All Affiliate relationships established between You, the Affiliate, and AcuGraph Europe Limited Merchants, will be conducted and managed through the Service.

LINK PLACEMENT

As an Affiliate of the Service, you may place and remove Merchant Links on Your site and in acceptable locations.

• You place our merchants banners anywhere on your site as you see fit, or within non-spam emails.

• Adult, Hate, or other related sites are not allowed

• Any page that contains Health-Affiliates.net links, banners, or code must be written in English.

• Affiliate accounts that are left inactive will be removed from our system if their balance is equal to or less than €25. If an abandoned affiliate account has a balance between €25 and €50, a €25 fee will be assessed once per calendar month, until the balance is equal to zero Euros - and is closed. At no time will an affiliate ever owe monies to AcuGraph Europe Limited. based on fees - the account will simply be closed. An abandoned affiliate account is defined as any account that has not been logged in to for a period of 6 months, nor have any transactions been posted to that account. If one or the other of those conditions are true - the account will remain in an active state.

• NOT ALLOWED: All other uses of banners or links, such as newsgroups, chat rooms, ICQ, message boards, banner networks, hit farms, counters, or guestbooks etc. are NOT allowed.

• NOT ALLOWED: Any placement of creative in a "Desktop" advertising scheme. This includes any and all 3rd party advertising platforms that use a desktop application to display ads in any form.

• NOT ALLOWED: Any display of a merchant window that isn't the result of a direct click by the end-user.

AFFILIATE PAYMENT

You will receive a Commission for sending a Merchant authorized sales, leads, and/or clicks via Your Links. In order to place Links, You must first be approved by a Merchant to become an Affiliate of that Merchant’s program. You understand that the Payout amount may be changed at any time. This information is also available to You at the AcuGraph Europe Limited Web Site. You are responsible for determining if the Payout for a Link You have placed on Your site has changed or been discontinued. You receive the Commission from AcuGraph Europe Limited. Payments are made automatically on the twentieth (30th) day of each month when Your account balance reaches €50 or more for the previous months' transactions. Money credited to Your Account does not accrue interest. In the event of a VOID by a Merchant, AcuGraph Europe Limited may recover from You the corresponding Commission previously credited to Your Account. The VOID Commission will be immediately deducted from Your Account balance. In the event that Your Account balance is less than the VOID Commission, the VOID Commission will be deducted against Your future earnings. You will NEVER be asked to send money to AcuGraph Europe Limited

SERVICE AND SUPPORT

AcuGraph Europe Limited will provide support for the Service as indicated on the AcuGraph Europe Limited Web site.

EMAIL CONTACT

AcuGraph Europe Limited reserves the right to send e-mail to You for the purposes of informing you of applicable changes or additions to the Service or any AcuGraph Europe Limited related products and services.

CHANGES TO THE SERVICE

AcuGraph Europe Limited reserves the right to change, modify, add or remove portions of this Agreement at any time and may add to, change, suspend or discontinue any aspect of the Service at any time. In the event of any material change, AcuGraph Europe Limited will notify You via e-mail, newsletter or the AcuGraph Europe Limited Web site at least 7 days prior to any such changes taking effect, at which time You may either agree to such changes or withdraw from the Service.

REGISTRATION

To sign up as an Affiliate of AcuGraph Europe Limited and to use the Service as an Affiliate Partner you must be at least 18 (eighteen) years of age, and supply a valid tax-id, which may be your social security number for individuals, or a European VAT Number for corporations or entities.

THE FOLLOWING TYPES OF SITES ARE NOT ALLOWED TO PARTICIPATE IN Health-Affiliates.net : ADULT SITES, SITES THAT DISPLAY ADULT BANNERS, SITES THAT PROMOTE VIOLENCE, BIGOTRY, OR HATRED. SITES THAT PROMOTE ILLEGAL ACTIVITY, including but not limited to WAREZ, CRACKING, and HACKING SITES. As part of the registration process, You will select a username and password combination that You use to access Your Affiliate area within the Service. You shall provide AcuGraph Europe Limited with accurate, complete and updated registration information. You may not select the name of another person with the intent to impersonate that person or deceive members or other users as to Your true identity. You agree that AcuGraph Europe Limited may rely on any data, notice, instruction or request furnished to AcuGraph Europe Limited by You which is reasonably believed by AcuGraph Europe Limited to be genuine and to have been sent or presented by a person reasonably believed by AcuGraph Europe Limited to be authorized to act on Your behalf. You shall notify AcuGraph Europe Limited by e-mail at info@acugrapheurope.com of any known or suspected unauthorized uses of Your Account, or any known or suspected breach of security, including loss, theft or unauthorized disclosure of Your username and password. You shall be responsible for maintaining the confidentiality of Your username and password and You are responsible for all usage and activity on Your Account, including use of the account by a third party authorized by You to use Your Account. Any fraudulent, abusive or otherwise illegal activity may be grounds for termination by AcuGraph Europe Limited and referral to the appropriate law enforcement agencies.

ACCEPTED USE

You represent to AcuGraph Europe Limited that all content You provide to the Service is solely owned by You or provided by You with the express authority of the company You represent, does not infringe upon any other individual's or organization's rights (including, without limitation, intellectual property rights) and is not defamatory, libellous, unlawful or otherwise objectionable. You shall not provide, promote, distribute, place or otherwise publish as an Affiliate of the Service any content, or Web site that includes content, which is libellous, defamatory, obscene, pornographic, abusive, fraudulent or violates any law. As AcuGraph Europe Limited may not review all information provided by You, You shall remain solely responsible for Your content and Web site. As an Affiliate, You may not artificially inflate traffic counts to Merchant site(s) using any device, program, robot or other means, including but not limited to JavaScript pop-up windows and redirects. You may not click on Your own banners and/or links or submit multiple leads to Your Merchant partners.

Links may not be placed in newsgroups, unsolicited e-mail, ICQ, banner networks, counters, chatrooms or guestbooks. Any Link placed must be done in such a way that it is not misleading to any Visitor and done with the intention of delivering valid sales, leads, or clicks to the related Merchant for that Link.

Points or reward programs for click or lead programs are NOT allowed. AcuGraph Europe Limited RESERVES THE RIGHT TO DEEM ANY SITE INAPPROPRIATE AND TERMINATE THE SITE AS A MEMBER OF Health-Affiliates.net. If You are terminated from the Service, AcuGraph Europe Limited has the right to withhold money You earned within the Service or money that You owe within the Service and You will not be allowed to re-join AcuGraph Europe Limited.

LIMITED WARRANTY

The Service, its operation, its use and the results of such use shall be performed in a workmanlike manner. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, HEALTH-AFFILIATES.NET DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE SERVICE, ITS USE AND THE RESULTS OF SUCH USE. WITHOUT LIMITING THE FOREGOING, HEALTH-AFFILIATES.NET SPECIFICALLY DISCLAIMS ANY WARRANTY (A) THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, (B) THAT DEFECTS WILL BE CORRECTED, (C) THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS, (D) THAT THE SECURITY METHODS EMPLOYED WILL BE SUFFICIENT, OR (E) REGARDING CORRECTNESS, ACCURACY, OR RELIABILITY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. The Merchant will make reasonable commercial efforts to keep its transaction service operational during normal business hours. However, certain technical difficulties may, from time to time, result in temporary service interruptions. Affiliate understands and acknowledges that it is normal to have a certain amount of system downtime and further agrees not to hold the Merchant liable for any of the consequences of such interruptions. MERCHANT SHALL HAVE NO LIABILITY FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF ANY WEB SITE OF AFFILIATE OR AFFILIATE CUSTOMER DATA FILES OR SYSTEMS OR PROGRAMS THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES. MERCHANT SHALL HAVE NO LIABILITY WITH RESPECT TO MERCHANT OBLIGATIONS HEREUNDER OR OTHERWISE FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF MERCHANT HAS BEEN NOTIFIED OF SUCH DAMAGES. ANY LIABILITY OF MERCHANT HEREUNDER SHALL BE LIMITED TO THE REVENUE EARNED BY MERCHANT AS A DIRECT RESULT OF THIS AGREEMENT.

LIMITATION OF LIABILITY

ACUGRAPH EUROPE LIMITED OR ITS SUPPLIERS OR RESELLERS OR MERCHANTS SHALL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR (I) ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER ARISING OUT OF THE USE OF OR INABILITY TO USE THE ACUGRAPH EUROPE LIMITED SERVICE OR ANY INFORMATION PROVIDED ON ACUGRAPH EUROPE LIMITED WEB SITE OR ANY OTHER HYPERLINKED WEB SITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF ACUGRAPH EUROPE LIMITED OR A ACUGRAPH EUROPE LIMITED AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE WEB SITE OR ANY HYPERLINKED WEB SITE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, ACUGRAPH EUROPE LIMITED‘S LIABILITY IS LIMITED TO THE SMALLEST AMOUNT PERMITTED BY LAW. THIS PARAGRAPH WILL SURVIVE THE FAILURE OF ANY EXCLUSIVE OR LIMITED REMEDY.

You agree that AcuGraph Europe Limited, although the provider of the Service, has no responsibility or liability as a result of Your placement of authorized Links from Your Web site, and You, and the Merchant, jointly and severally agree to indemnify, defend, and hold harmless AcuGraph Europe Limited and its affiliates, officers, directors, employees and agents from and against any and all liability, claims, losses, damages, injuries or expenses (including reasonable attorneys' fees) directly or indirectly arising from or relating to any offer or any other matter related to this Agreement or the subject matter hereof and any dispute relating thereto.

AcuGraph Europe Limited agrees to indemnify, defend, and hold harmless Affiliate and its affiliates, officers, directors, employees and agents from and against any and all liability, claims, losses, damages, injuries or expenses (including reasonable attorneys' fees) directly or indirectly arising from or relating to AcuGraph Europe Limited's negligence or wilful misconduct in performance of the Services or its breach of this Agreement .

NON-DISCLOSURE

AcuGraph Europe Limited acknowledges that in the course of this Agreement it shall have access to confidential and proprietary information ("Confidential Information") of Your company. AcuGraph Europe Limited agrees not to disclose or disseminate the Confidential Information without Your prior express written consent. The term "Confidential Information" shall not include information that is or becomes part of the public domain through no action or omission of HAcuGraph Europe Limited, that becomes available to AcuGraph Europe Limited from third parties without knowledge by AcuGraph Europe Limited of any breach of fiduciary duty, or that AcuGraph Europe Limited had in its possession prior to the date of this Agreement. AcuGraph Europe Limited does not collect information about a Merchant’s customer transactions, other than what is passed to us through the installed tracking code and displayed on Your own transaction reports. Any information we receive is used solely for tracking and Commission payment purposes. AcuGraph Europe Limited reserves the right to be able to utilize this data in aggregate to analyze Service trends, monitor Service efficiencies, and perform such other analysis as AcuGraph Europe Limited deems appropriate.

OWNERSHIP AND LICENSES

You, the Affiliate, are granted a non-exclusive, limited, revocable right to use Merchant provided trademarks and banners. All images, technology and content provided for Your use is and shall remain the sole property of the Merchant, and no part thereof shall be deemed assigned or licensed to You except as explicitly provided for herein. All intellectual property rights, including trademarks, copyrights, patent rights or applications, trade names and service marks related to the foregoing shall remain the Merchant’s sole property, including rights in and to any derivatives thereof. You may not modify the trademarks, banners, the content or any of the images provided to You in any way.

A Merchant may immediately terminate Your license to use the marks if the Merchant reasonably believes that such use dilutes, tarnishes or blurs the value of their marks. You acknowledge that Your use of the marks will not create in You, nor will You represent that You have, any right, title or interest in or to the marks other than the license granted by the Merchant above. You will not challenge the validity of or attempt to register any of the marks or Your interest therein as a licensee, nor will You adopt any derivative or confusingly similar names, brands or marks or create any combination marks with the marks. You acknowledge the Merchant’s ownership and exclusive right to use the marks and agree that all goodwill arising as a result of the use of the marks shall inure to the benefit of the Merchant.

REPRESENTATIONS

AcuGraph Europe Limited makes no representations whatsoever about any other Web site which You may access through the Service. In addition, a link to a non-AcuGraph Europe Limited Web site does not mean that AcuGraph Europe Limited endorses or accepts any responsibility for the content or the use of such Web site.

NONASSIGNABILITY

Affiliate or AcuGraph Europe Limited may assign this Agreement to any successor or affiliate upon notice to the other party and mutual agreement between both parties.

FORCE MAJEURE

Neither party shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labour conditions, earthquakes or any other cause which is beyond the reasonable control of such party.

JURISDICTIONAL ISSUES

This Agreement shall be governed by IRISH law (except for conflict of law provisions). The exclusive forum for any actions brought in connection with this Agreement shall be in the courts of IRELAND and You consent to such jurisdiction. The application of the United Nations Convention on the International Sale of Goods is expressly excluded.

MISCELLANEOUS

This Agreement represents the complete agreement concerning this license and may be amended only by a writing executed by both parties. THE ACCEPTANCE OF ANY PURCHASE ORDER PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS SET FORTH HEREIN, AND NOT THOSE IN YOUR PURCHASE ORDER. If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable.