Affiliate - Ambassador Partner Agreement

This Affiliate Partner Agreement (the "Agreement") is entered into as of the Effective Date by and between Willkins ("Company") and You (“Affiliate”) as registered and entered into the Affiliate Program of Willkins.

1. Purpose of the Agreement This Agreement establishes the terms and conditions under which Affiliate agrees to promote and sell Willkins' products, for which Affiliate will receive a commission on sales generated and/or promoted through the Affiliate’s specific referral links and/or coupon codes.

2. Definitions

• Products: The nutritional products offered by Willkins, including but not limited to supplements, vitamins, and health-related products.
• Commission: The agreed-upon percentage (as will be indicated in the Affiliate Platform) resulting from any referral of a client using the referral link and/or referral coupon code of the Affiliate. By accepting the terms and by login and using the website you hereby accept the percentage that has been allocated to You.
• Promotional Materials: Company-approved content, including text, banners, images, and links, provided to Affiliate to promote Products.

3. Affiliate Obligations

• Promotion of Products: Affiliate agrees to use its best efforts to promote and advertise the Products through lawful means and in alignment with the Company’s brand and standards.
• Content Standards: All promotional materials created by Affiliate must comply with applicable laws, regulations, and Company guidelines, and must not make false or misleading claims about the Products.
• Prohibition on Spamming: Affiliate shall not engage in spamming or any illegal or inappropriate advertising tactics that may harm the reputation of the Company.

4. Company Obligations

• Commission Payment: The Company agrees to pay the Affiliate the Commission based on the referral link and/or coupon code allocated by the Affiliate Platform. The Commission percentage will be determined separately into the Affiliate platform and the Affiliate hereby accepts it by using the Affiliate Platform.
• Tracking and Reporting: Willkins will provide Affiliate with access to tracking tools and periodic reports showing Affiliate’s generated sales, commissions earned, and other relevant metrics.
• Product Support: The Company will supply Affiliate with necessary product information, Promotional Materials, and support for inquiries related to Products to aid Affiliate in effective promotion.

5. Commission Terms

• Commission Rate: The Commission rate shall be specified the Affiliate Platform.
• Payment Schedule: Commissions will be paid on a monthly basis based on qualifying sales completed in the previous month, provided the Commission amount meets the Company’s minimum payout threshold of €100 (or in equivalent currency).
• Payment Method: Payments will be made by bank transfer as agreed upon by both parties. Affiliate must provide all necessary banking or account details to facilitate timely payments.

6. Confidentiality

Each party agrees to treat the terms of this Agreement, and any confidential information disclosed by one party to the other, as confidential and not to disclose such information to any third party without prior written consent, except as required by law.

7. Intellectual Property

• Use of Trademarks and Copyrighted Materials: The Company grants the Affiliate a limited, non-exclusive, revocable license to use the Company’s trademarks, logos, and Promotional Materials for the sole purpose of fulfilling its obligations under this Agreement. Affiliate may not alter or create derivative works of the Promotional Materials.
• Ownership: All rights to the Company’s trademarks, copyrights, and other intellectual property remain with the Company.

8. Term and Termination

• Term: This Agreement shall commence on the Effective Date and continue unless terminated by either party with 30 days’ written notice.
• Termination for Cause: Either party may terminate this Agreement immediately if the other party breaches any material term of this Agreement or engages in conduct that damages the Company’s reputation.
• Effect of Termination: Upon termination, Affiliate shall cease all use of Company’s intellectual property and return or destroy any Confidential Information.

9. Limitation of Liability

Willkins shall not be liable to the other for indirect, incidental, or consequential damages, including lost profits, even if such damages were foreseeable or if either party was advised of the possibility of such damages.

10. Independent Contractor Relationship

Nothing in this Agreement creates a partnership, joint venture, or employment relationship between the parties. Affiliate’s relationship to the Company is that of an independent contractor.

11. Governing Law and Dispute Resolution

• Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Republic of Cyprus.

12. Miscellaneous

• Entire Agreement: This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements or understandings, whether written or oral, related to this subject matter. Willkins has the right to modify and/or amend the present agreement and/or terms and conditions at any time any continuance of usage of the Affiliate Platform is considered as acceptance of any applicable version of the present terms and conditions.