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The Affiliate Bonus Program (the “Program”) is designed to reward top-performing creators based on verified performance matrix. The Affiliate Bonus Program is a separate incentive program offered solely by us. Eligible creators who generate content on TikTok may receive additional bonus payments from us based on the number of products sold through TikTok Shop; however, this Program is independent from and not affiliated with, sponsored by, or endorsed by TikTok or TikTok Shop, and we bear no responsibility for any commissions or payments provided by TikTok or any third party.

This Agreement (the “Agreement”) is an agreement between you and SANDJEST and its affiliates. By submitting the Program Application (the “Application”), you (on behalf of yourself or the business you represent) agree and acknowledge that you have read, understood, and agreed to be legally bound by all terms of this Agreement. For the avoidance of doubt, submission of the Application does not guarantee acceptance into the Program. For purposes of this Agreement, the Application means the submission by you of any form, data, or information required by us to evaluate your eligibility for the Program.

As used in this Agreement, "we," "us," and "Sandjest" means the applicable Sandjest Contracting Party and any of its applicable Affiliates, and "you" means the applicant.

We reserve the right to interpret, apply, and enforce this Agreement in our sole discretion.

To begin the enrollment process, you must submit a complete and accurateApplication. Your Site(s) must contain original content and be publicly available via the website address provided in your Application.

We will evaluate your application and notify you of its acceptance. We reserve the exclusive right, in our sole discretion, to determine the suitability, eligibility, and continued participation of any applicant or Site at any time. Any Site deemed unsuitable, at our sole discretion, will be ineligible for the Program.

Participation in this Program is strictly limited to United States of America (US) persons. If you are a non-US person, you are ineligible to apply or participate.

You will ensure that the information in your Program application and information otherwise associated with your account on the Associates Site, including your email address, other contact information, and identification of your Site, is at all times complete, accurate, and up-to-date. We may send notifications, approvals, and other communications (if any) relating to the Program and the Agreement to the email address then-currently associated with your application. You will be
deemed to have received all notifications, approvals, and other communications sent to that email address, even if the email address associated with your account is no longer current.

You are solely responsible for ensuring that all information provided to us, including payment and identification information, is accurate, complete, and up to date. We shall have no liability for any errors, delays, or failures in payment or performance resulting from inaccurate or incomplete information provided by you.

Subject to the limitations described in this Agreement, we will pay you Commission Income described in the Appendix (“Commission Income”).

We will not pay Commission Income where an applicant has been disqualified due to any violation of this Agreement or other abuse, fraud, manipulation misleading activity, fake orders, abnormal transantions, or other violation of TikTok Shop Policy, TikTok Community Guidelines, or applicable laws.

All Commission Income is subject to verification by us. We reserve the right to temporarily withhold, delay, or suspend any Commission Income for the purpose of investigation or verification of compliance with this Agreement, applicable laws, or platform policies. Following such verification, we retain the sole and final discretion to determine whether any Commission Income is valid and payable, or should be reduced, withheld, or cancelled.

You are solely responsible for determining, reporting, and paying any and all taxes, duties, levies, or similar governmental charges arising out of or in connection with any payments received under this Agreement.
We shall have no responsibility or liability for any taxes owed by you.

We will pay Commission Income described in Section 3 of this Agreement in connection with “Qualifying Purchases”, which is calculated based on net sales performance, after deducting any returned, refunded, or canceled orders, as determined by Sandjest and TikTok Shop records.

We will pay approved Commission Income in US Dollars on the 30th day of the month following the month in which such Commission Income is earned, subject to our final verification and approval.

We will directly deposit the commission income you earn into the bank account information you designate once you have provided us with the name of your bank, the account number, the name of the primary account holder as it appears on the account, and other requested identifying information (such as the ABA, IBAN or BIC number, if applicable).

We may require verification of your identity and payment information prior to processing any payments. Any delay resulting from such verification shall not constitute a breach of this Agreement. We are not responsible for any delays, errors, or failures caused by banking institutions, payment processors, or third-party platforms.

Payments made to you, as reduced by all deductions or withholdings described in the Agreement, will constitute full payment and settlement to you of amounts payable under the Agreement. You shall be solely responsible for any bank fees, transaction fees, intermediary fees, or other charges incurred in connection with the receipt of payments, and such amounts may be deducted from the payments made to you where applicable.

If any excess payment has been made to you for any reason whatsoever, we reserve the right to adjust or offset the same against any subsequent commission income payable to you under the Agreement.

We reserve the right to temporarily withhold, delay, or suspend any payments where we suspect fraud, abuse, policy violations, or any breach of this Agreement, for purposes of investigation or verification. Any final determination regarding the validity, adjustment, or cancellation of Commission Income shall be made in accordance with Section 5.

You agree that all links, content, and promotional activities on your Site or any other channels used by you in connection with this Agreement shall comply with all applicable laws, regulations, and industry standards, as well as all applicable platform policies, including without limitation TikTok Shop Policy and TikTok Community Guidelines.

You shall be solely responsible for ensuring that your content, links, and promotional practices do not violate any such laws or policies. Any violation may result in suspension or termination of your participation in the Program, as determined by us in our sole discretion.
You will be solely responsible for your content and ensure:

• a) displaying content in compliance with the Agreement, all applicable laws, ordinances, rules, regulations, orders, licenses, permits, guidelines, codes of practice, industry standards, self-regulatory rules, judgments, decisions, or other requirements of any applicable governmental authority, including those related to disclosures (for example, if applicable, the U.S. FTC Guides Concerning the Use of Endorsement and Testimonials in Advertising) and electronic marketing, data protection and privacy.
  You must clearly and conspicuously disclose your affiliate relationship in all content, including through commonly accepted disclosures such as “#ad” or “#affiliate”, in
  compliance with FTC guidelines. We reserve the right to require modification, removal, or takedown of any content that we determine, in our sole discretion, to be non-compliant.
  b) creating and posting, and ensuring the accuracy, completeness, and appropriateness of, materials posted.
  c) your content does not infringe, violate, or misappropriate any of our rights or those of any other person or entity (including copyrights, trademarks, privacy, publicity, or other intellectual property or proprietary rights)
  d) your content complies with TikTok and TikTok Shop requirements.
  
  

This Agreement applies solely to your content created and published on TikTok that features and promotes Sandjest products and includes valid links directing users to our TikTok Shop.

Commission Income and any bonuses under this Agreement shall be calculated solely based on the number of Sandjest products sold through your qualified content and links. No commissions or bonuses shall be payable in respect of any non-Sandjest products.

We reserve all right, title, and interest in and to the Sandjest brand, products, and all related intellectual property and proprietary rights, including but not limited to trademarks, copyrights, trade dress, and any other intellectual property rights (collectively, the “Intellectual Property”).

Nothing in this Agreement shall be construed as granting you any ownership rights in the Intellectual Property. You are granted only a limited, non-exclusive, non-transferable, and revocable right to use the Intellectual Property solely for the purpose of performing your obligations under this Agreement.

The Program and all services are provided “as is” and “as available” without warranties of any kind.

To the maximum extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not guarantee any level of income, performance, or tracking accuracy.

To the maximum extent permitted by law, we shall not be liable for any indirect, incidental, special, consequential, or punitive damages. Our total liability shall not exceed the total commissions paid to you in the one month immediately preceding the event giving rise to the claim.

You acknowledge and agree that we may collect, use, and process information provided by you or obtained through the Program for the purposes of operating, administering, and enforcing this Agreement. We do not guarantee the accuracy, completeness, or reliability of any data provided by third-party platforms, including TikTok Shop.

To the maximum extent permitted by law, we shall not be liable for any errors, omissions, delays, or discrepancies in data, tracking, or reporting, including those arising from third-party systems.

You are solely responsible for maintaining the confidentiality and security of your account and submitted information.

You agree to defend, indemnify, and hold harmless Sandjest, its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, demands, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• a) your participation in the Program;
  b) your content, including any claim that such content infringes or violates any third-party rights;
  c) your breach of this Agreement; or
  d) your violation of any applicable law or regulation.
  

Either party may terminate this Agreement for convenience upon thirty (30) days’ prior written notice to the other party.

We may suspend or terminate this Agreement immediately if we determine that (a) you have materially breached the Agreement and failed to cure within 7 days of a cure notice unless your breach exposes us to liability toward a third party, in which case we are entitled to reduce, or waive, the aforementioned cure period at our reasonable discretion; (b) if we are required to do so by law.

We will notify you of any suspension or termination via email or other reasonable means of communication. On termination of this Agreement, all related rights and obligations under this Agreement immediately terminate.

Notwithstanding the foregoing, we may terminate this Agreement immediately, without prior notice, in our sole discretion, for fraud, abuse, legal violations, platform violations, or any conduct that may harm our business, reputation, or interests.

You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between us. You will have no authority to make or accept any offers or representations on our behalf. This Agreement will not create an exclusive relationship between you and us. Nothing expressed or
mentioned in or implied from this Agreement is intended or will be construed to give to any person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or in respect to this Agreement.

You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Any attempt to assign or otherwise transfer in violation of this section is void. You agree that we may assign or transfer our rights and obligations under this Agreement: (a) in connection with a merger, consolidation, acquisition or sale of all or substantially all of our assets or similar transaction; or (b) to any Affiliate or as part of a corporate reorganization; and effective upon such assignment, the assignee is deemed substituted for us as the party to this Agreement. Subject to that restriction, this Agreement will be binding on, inure to, and be enforceable against the parties and their respective successors and assigns. We may perform any of our obligations or exercise any of our rights under this Agreement through one or more of our Affiliates.

If any provision of this Agreement is deemed unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these terms and conditions and will not affect the validity and enforceability of any remaining provisions. This Agreement represents the entire agreement between the parties with respect to the Services and related subject matter and supersedes any previous or contemporaneous oral or written agreements and understandings.

We reserve the right to modify this Agreement at any time in our sole discretion. Your continued participation in the Program constitutes your acceptance of any such modifications.

This Agreement and any dispute, claim, or controversy arising out of or relating to this Agreement shall be governed by and construed in accordance with the laws of the State of Wyoming, without regard to its conflict of laws principles.

The parties agree that any such dispute shall be subject to the exclusive jurisdiction of the state or federal courts located in the State of Wyoming, United States. Each party hereby irrevocably submits to the jurisdiction of such courts and waives any objection to venue or inconvenient forum.

You agree to bring any claim solely in your individual capacity and not as part of any class or representative proceeding. To the fullest extent permitted by law, you waive any right to a jury trial.

The Commission Income is paid as follows:

The amount is offered on an “up to” basis, is not guaranteed, and is subject to performance milestones set by us from time to time.