BIORAY Affiliate Program Agreement

Terms of Use and Privacy Statement
Last Updated: June 2026

This Affiliate Program Agreement ("Agreement") contains the complete terms and conditions governing your participation in the BIORAY Affiliate Program ("Program"). By applying to or participating in the Program, you agree to be bound by this Agreement.

1. Definitions

"BIORAY," "we," "us," and "our" refer to BIORAY, Inc.
"Affiliate," "you," and "your" refer to the individual or entity accepted into the Program.
"Affiliate Link" means the unique tracking link assigned to you through the Affiliatly platform.
"Affiliate Discount Code" means a unique promotional code assigned to you by BIORAY.
"Qualifying Sale" means a completed purchase made through your Affiliate Link or Affiliate Discount Code that is successfully tracked by BIORAY and has not been canceled, refunded, charged back, or deemed fraudulent.
"Net Sales" means gross sales revenue less taxes, shipping fees, refunds, chargebacks, discounts, fraudulent transactions, and payment processing adjustments.

2. Enrollment and Acceptance

Participation in the Program requires submission of an application through the Affiliatly platform.
BIORAY reviews all applications individually and reserves the right to approve or reject any application for any reason.
Acceptance is based on factors including:

• Content quality
• Audience engagement
• Brand alignment
• Professionalism
• Authentic use and promotion of wellness products

Follower count alone does not guarantee acceptance.

3. Program Benefits

Approved Affiliates may receive:

• Commission earnings on Qualifying Sales
• A personalized affiliate link
• A personalized discount code for their audience
• Access to affiliate marketing resources
• Complimentary BIORAY products
• Eligibility for paid collaborations

Benefits may vary by Affiliate Tier and may be modified at BIORAY's discretion.

4. Affiliate Tiers

Tier 1 – Growth Partner

All approved affiliates begin at the Growth Partner tier.
Benefits include:

• 12% commission on Qualifying Sales
• 10% discount code for audience use
• Three (3) complimentary BIORAY products upon approval
• Access to marketing assets and affiliate resources

Tier 2 – Brand Advocate

Affiliates automatically qualify for Brand Advocate status after generating at least $2000 USD in Qualifying Sales within a calendar year. Tier status is reset annually. Benefits include:

• 15% commission on Qualifying Sales
• 10% audience discount code
• Quarterly product gifts upon request
• Eligibility for paid collaboration opportunities

To receive quarterly product gifts, Affiliates must have published at least one feed video featuring BIORAY products during the applicable period.
Tier eligibility and benefits may be adjusted by BIORAY at any time.

5. Affiliate Responsibilities

Affiliates agree to:

• Promote BIORAY honestly and authentically
• Provide accurate information about BIORAY products
• Follow all applicable laws, regulations, and advertising guidelines
• Clearly disclose affiliate relationships as required by FTC guidelines and applicable local laws
• Maintain professional and respectful content

Affiliates may not:

• Make false, misleading, or unsubstantiated product claims
• Represent themselves as employees or official representatives of BIORAY
• Modify BIORAY trademarks or branding without written approval
• Engage in deceptive marketing practices

6. Prohibited Activities

The following activities are strictly prohibited:

Click Fraud

Generating artificial clicks, traffic, or purchases through deceptive, incentivized, automated, misleading, or fraudulent means.

Self-Purchases

Affiliates may not earn commissions on purchases made for themselves using their own affiliate links or discount codes.

Trademark Abuse

Bidding on BIORAY trademarks or trademark variations in paid search advertisements without prior written permission.

Spam

Sending unsolicited commercial communications or engaging in spam practices.

Inappropriate Content

Affiliates may not promote BIORAY through content that:

• Is illegal, deceptive, or fraudulent
• Promotes hate speech or discrimination
• Contains violent, abusive, or harmful content
• Violates intellectual property rights
• Promotes illegal activities

Violation of these provisions may result in immediate termination and forfeiture of unpaid commissions.

Unauthorized Coupon and Discount Code Distribution

Affiliate discount codes are provided solely for use by approved BIORAY Affiliates in connection with their own content, audience, and promotional activities.
Affiliates may not submit, distribute, publish, syndicate, or otherwise make their affiliate discount codes available to third-party coupon, deal, cashback, loyalty, browser-extension, rebate, or promotional websites without prior written approval from BIORAY.BIORAY reserves the right to:

• Remove, deactivate, or replace any affiliate discount code at its sole discretion;
• Reverse commissions generated through unauthorized coupon distribution;
• Reject commissions associated with coupon websites, deal aggregators, browser extensions, or other unauthorized promotional channels;
• Suspend or terminate Affiliate participation for violations of this provision.

BIORAY is not responsible for the unauthorized publication, scraping, sharing, or redistribution of affiliate discount codes by third parties. However, Affiliates found to have intentionally facilitated such distribution may be subject to commission reversals, suspension, or termination from the Program.

7. Commissions

Commission rates are determined by Affiliate Tier.
Commissions are calculated on Net Sales resulting from Qualifying Sales tracked through Affiliatly.
BIORAY reserves the right to:

• Correct tracking errors
• Reverse commissions resulting from refunds, chargebacks, fraud, or canceled orders
• Adjust commission calculations if technical issues occur

Commissions are earned only on completed and validated transactions.

8. Tracking and Attribution

Sales attribution is managed through the Affiliatly platform.
Tracking may occur through affiliate links, cookies, discount codes, or other approved methods.
Cookie duration, attribution windows, and tracking rules are determined by BIORAY and Affiliatly and may change from time to time.
BIORAY cannot guarantee tracking in cases involving:

• Browser restrictions
• Cookie blocking
• Technical failures
• User privacy settings
• Third-party software interference

9. Reporting

Affiliates may access reporting and performance metrics through their Affiliatly dashboard.
Available reporting may include:

• Sales
• Commissions
• Conversion activity
• Referral traffic
• Tier status

Dashboard reports are considered the official source for Program performance.

10. Payments

Approved commissions are paid through PayPal.
Commissions are paid on a quarterly basis according to the following schedule:

• Commissions earned from January 1 through March 31 will be paid by April 30.
• Commissions earned from April 1 through June 30 will be paid by July 31.
• Commissions earned from July 1 through September 30 will be paid by October 31.
• Commissions earned from October 1 through December 31 will be paid by January 31 of the following year.

A minimum commission balance of $100 USD is required for payout. If an Affiliate's approved commission balance does not reach the $100 USD threshold during a given quarter, the balance will roll over and be carried forward to the next payment period until the minimum threshold is met.
Affiliates must provide all required tax documentation, including a completed Form W-9 (or any other tax forms requested by BIORAY), before any commission payments can be issued. BIORAY reserves the right to withhold payment until all required documentation has been received and verified.
BIORAY reserves the right to withhold payment for a reasonable period to account for:

• Refunds
• Chargebacks
• Fraud investigations
• Payment disputes

Affiliates are solely responsible for:

• Maintaining accurate payment information
• Tax reporting obligations
• Any fees associated with receiving payments

No commissions are payable on refunded, canceled, or fraudulent transactions.

11. Intellectual Property

BIORAY grants Affiliates a limited, non-exclusive, revocable, non-transferable license to use approved BIORAY trademarks, logos, product images, and marketing materials solely for participation in the Program.
All BIORAY intellectual property remains the exclusive property of BIORAY.
Affiliates may not:

• Alter BIORAY trademarks
• Create misleading brand representations
• Register domains, social accounts, or business names that imply ownership of BIORAY trademarks

BIORAY may revoke usage rights at any time.

12. Content and Brand Guidelines

Affiliates agree to comply with all BIORAY branding, messaging, compliance, and marketing guidelines.
BIORAY reserves the right to request modification or removal of any content that:

• Misrepresents BIORAY products
• Makes unauthorized health claims
• Violates applicable laws or regulations
• Conflicts with BIORAY brand standards

Affiliates must promptly comply with such requests.

13. Product Claims and Compliance

Affiliates may only make statements that are consistent with information published by BIORAY.
Affiliates may not make medical, disease-treatment, cure, prevention, or regulatory claims unless expressly approved in writing by BIORAY.Affiliates are solely responsible for ensuring compliance with applicable advertising, consumer protection, and disclosure laws.

14. Privacy

BIORAY retains ownership of all customer information collected through its websites and systems.
Affiliates will not receive personal customer information except as required for Program administration.
Affiliates agree to comply with all applicable privacy laws and regulations.

15. Limitation of Liability

BIORAY makes no guarantee regarding:

• Sales volume
• Earnings
• Program performance
• Affiliate success

To the maximum extent permitted by law, BIORAY shall not be liable for indirect, incidental, consequential, special, or punitive damages arising from participation in the Program.
BIORAY's total liability shall not exceed commissions earned but unpaid during the twelve (12) months preceding the claim.

16. Indemnification

Affiliates agree to indemnify and hold harmless BIORAY, its officers, employees, agents, and affiliates from any claims, damages, liabilities, losses, costs, or expenses arising from:

• Affiliate content
• Affiliate marketing activities
• Violations of this Agreement
• Violations of applicable law

17. Term and Termination

This Agreement becomes effective upon approval of your application.
Either party may terminate participation at any time.
BIORAY may suspend or terminate an Affiliate immediately for:

• Violation of this Agreement
• Fraudulent activity
• Misrepresentation
• Brand misuse
• Conduct damaging to BIORAY's reputation

Upon termination:

• Affiliate links and discount codes must no longer be used.
• Outstanding commissions remain payable only for valid Qualifying Sales.
• Commissions connected to fraud, refunds, or violations may be forfeited.

18. Modification of Program

BIORAY reserves the right to modify:

• Commission rates
• Tier requirements
• Benefits
• Policies
• Program terms

Updates become effective upon posting or written notice.
Continued participation constitutes acceptance of such changes.

19. Independent Contractor Relationship

Nothing in this Agreement creates an employment, agency, partnership, or joint venture relationship between BIORAY and any Affiliate.
Affiliates act solely as independent contractors.

20. Governing Law

This Agreement shall be governed by the laws of the State of California, without regard to conflict of law principles.Any dispute arising under this Agreement shall be brought exclusively in the courts located in Orange County, California.

21. Contact Information

Questions regarding the BIORAY Affiliate Program may be directed to:
BIORAY, Inc.
Affiliate Program Administration
Irvine, California, USA
Email: accounting@bioray.com

22. Entire Agreement

This Agreement constitutes the entire agreement between BIORAY and the Affiliate regarding participation in the BIORAY Affiliate Program and supersedes all prior agreements, discussions, and understandings relating to the Program.