Terms and Conditions

BY REGISTERING AND SIGNING UP TO THE BOOK WELLNESS RETREATS AFFILIATE PARTNER PROGRAM AS AN AFFILIATE PARTNER, THE AFFILIATE HEREBY AGREES, ACKNOWLEDGES, ACCEPTS AND AGREES TO THE TERMS AND CONDITIONS OF THIS AFFILIATE AGREEMENT.

BETWEEN:

1. BOOK WELLNESS RETREATS LLC, a company incorporated under the laws of the United States of America, and

2. THE AFFILIATE, whose details are set out in the Affiliate Registration Form.

WHEREAS:

(i) BOOK WELLNESS RETREATS operates an online retreat reservation system through which participating Facilitators can make the deposit for their retreat available for reservation, and through which visitors can make reservations for retreats.

(ii) BOOK WELLNESS RETREATS maintains and exploits its own website, and provides the Service and links to the Service on the websites of third parties.

(iii) the Affiliate owns, controls, hosts and/or operates one or more Internet domains and websites.

(iv) the Affiliate and BOOK WELLNESS RETREATS wish that the Affiliate makes the Service (directly or indirectly) available to its customers and visitors of the Affiliate Website(s) and in such form and on such terms and conditions as set out in this Agreement.

HAVE AGREED AS FOLLOWS:

Clause 1: Definitions

- Defines key terms used throughout the agreement, including "Affiliate," "Affiliate Website," "Commission," "Guest," "Intellectual Property Rights," "Spamming Regulations," and others.

Clause 2: Appointment

- BOOK WELLNESS RETREATS appoints the affiliate as a non-exclusive independent contractor to promote the BOOK WELLNESS RETREATS services. - The affiliate agrees to promote BOOK WELLNESS RETREATS services through their affiliate website using unique tracking links provided by BOOK WELLNESS RETREATS.

Clause 3: Restrictions and Obligations

- The affiliate must not modify or alter any BOOK WELLNESS RETREATS content or materials provided for promotional purposes in a way that misrepresents the product being advertised.

- The affiliate cannot bid on branded keywords related to BOOK WELLNESS RETREATS in search engine marketing campaigns. - The affiliate must not engage in any activity that may harm BOOK WELLNESS RETREATS' reputation or business interests.

- Prohibits the affiliate from extracting information from the BOOK WELLNESS RETREATS website programmatically or making static copies of the content.

- Reselling bookings made on the BOOK WELLNESS RETREATS website to third parties is not allowed.

- The affiliate is provided with unique tracking ID credentials to monitor bookings and management information, which must be kept confidential.

- Restrictive covenants are deemed crucial for the protection of BOOK WELLNESS RETREATS' intellectual property rights and reputation.

- Affiliate must not breach any spamming regulations set forth and as determined by the platform in which the advertising is taking place.

Clause 4: Commission

- BOOK WELLNESS RETREATS pays the affiliate a commission based on the number of materialized transactions.

- Commission payments are made weekly, beginning after the guest completes the retreat.

- Payments are made via direct bank transfer to the affiliate's specified bank account.

-Deposits collected on bookings are eligible for a full refund if a guest cancels their reservation with more than 90 days before the start date of the retreat. If a deposit request has met that criteria and is refunded, the commission will not be paid to the affiliate.

Clause 5: Representations and Warranties

- The affiliate warrants that it has the necessary rights and authority to operate the affiliate website and comply with the terms of the agreement.

- Both parties warrant that they have the authority to enter into and perform the obligations of the agreement.

Clause 6: Indemnification and Liability

- Each party indemnifies the other against any direct damages, losses, liabilities, costs, claims, and expenses resulting from a breach of the agreement or infringement of intellectual property rights.

- The maximum liability of a party for claims under the agreement is limited to the aggregate commission received or paid in the preceding year or $100,000, whichever is higher.

Clause 7: Term, Termination, and Suspension

- The agreement commences on the effective date and can be terminated by either party with immediate effect for any reason. - Termination can occur due to a material breach, bankruptcy, or change of control.

- BOOK WELLNESS RETREATS must pay all outstanding commissions upon termination.

Clause 8: Books and Records

- BOOK WELLNESS RETREATS' systems, books, and records serve as conclusive evidence for determining the commission due to the affiliate.

Clause 9: Confidentiality

- Both parties agree to safeguard and protect confidential information shared during the agreement.

- Confidential information includes customer data, transaction volume, business plans, and other proprietary information.

- Parties must return or destroy all confidential information upon request.

Clause 10: Miscellaneous

- Notices must be in English, in writing, and sent via overnight courier.

- Each party must use reasonable efforts to fulfill its obligations under the agreement.

- The agreement constitutes the entire understanding between the parties, replacing all prior agreements.

Clause 11: Governing Law and Jurisdiction

- The agreement is governed by the laws of the United States of America.