Terms of Agreement

ARCHER AFFILIATES TERMS OF AGREEMENT

This Archer Affiliates Terms of Agreement (the “Agreement”) is a binding agreement that

serves as a starting point for more detailed agreements in the future and is effective as

of ________________

BETWEEN: Archer Affiliates (the “Corporation”), a company organized and existing

under the laws of the State of New York, with its head office located at:

Kew Gardens, NY 11415

AND: The Business Entity identified on the attached signature page (hereinafter

referred to as the “Brand”).

WHEREAS the Brand wishes to establish customer sales and increase revenue.

WHEREAS the Corporation wishes to market the Brand’s products to various affiliate

marketers and, in doing so, receive a commission whenever the referred “product” has

a recorded qualified purchase on the Amazon Attribution program.

WHEREAS the Parties wish to evidence their contract in writing;

NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:

DEFINITIONS

1.1 "Customer" refers to someone who purchases a "Qualified Purchase" on Amazon.com.

1.2 “Amazon Attribution Program” refers to the program that generates and provides “Affiliate

Links” and reports on unit sales, revenue, and URL clicks from the Affiliate Links to

Amazon.com.

1.3 “Affiliate Link” refers to a URL generated and provided by the Amazon Attribution program,

which includes a tag unique to that URL.

1.4 "Qualified Purchase" refers to a customer's purchase of a "Brand" product on Amazon.com

made through the Affiliate Link and recorded by the Amazon Attribution Program.

1.5 “Brand” refers to the business entity attached to the signature page of this document.

1.6 “Affiliate Portal” is the portal that connects “Brand” to Corporation “Services.”

1.7 "Brand Offer" refers to a promotional offer for a product created by the Brand and placed on

the Affiliate Portal. This offer is made available to the Affiliate Marketer for marketing and

promotion through their channels. The Brand Offer may include specific details such as product

descriptions, promotional materials, and associated commission rates for the Affiliate Marketer

upon successful referral and sale of the product or service.

1.8 "Services" involve the Affiliates on Archer Affiliates promoting “Brand Offers” on associated

marketplaces, websites, and other media outlets.

1.9 "Corporation" refers to the company "Archer Affiliates," which is attached to the signature

page of this document.

PURPOSE AND FORMATION OF ARCHER AFFILIATES TERMS OF AGREEMENT

2.1 this agreement aims to establish a non-exclusive relationship between Archer Affiliates and

the Brand, where Archer Affiliates will promote certain products to affiliate marketers at our

discretion and discretion. The Brand shall compensate Archer Affiliates at an agreed-upon

commission rate whenever a sale of the Brand’s product(s) is made on Amazon.com through

the Affiliate Link and recorded in the Amazon Attribution Program.

COMMISSIONS

3.1 Archer Affiliates shall be entitled to a payment of the agreed-upon commission stated in the

“Affiliate Portal” for each qualified purchase by a customer using the Affiliate Link recorded in

the Amazon Attribution Program.

3.2 The Brand shall compensate Archer Affiliates with the agreed-upon commission stated in

the “Affiliate Portal” on the 1st and 14th of every month, starting from the first sale from an

Archer Affiliates-generated link for the total revenue of qualified purchases in the previous 14

days, as reported by the Amazon Attribution Program.

3.3 The Brand and Archer Affiliates agree to adhere to the detailed commission structure, as

outlined in the Affiliate Portal, and any changes to this structure must be agreed upon in writing

by both parties.

Sales Data and Revenue Data Sharing Between Parties

4.1 Archer Affiliates agrees to share with the Brand all reporting provided by the Amazon

Attribution program, including but not limited to unit sales, Affiliate Link clicks, and revenue from

qualified purchases on promoted Brand product(s).

TERM, TERMINATION OF THIS AGREEMENT

5.1 This agreement shall remain in effect indefinitely unless terminated by either party.

Termination requires written notification by either party via email or registered mail within 30

days.

5.2 If the Brand terminates this Agreement, the Brand shall remain responsible for any

commissions incurred up to 30 days following the effective date of termination. Beyond these 30

days, the Brand shall have no further liability for future commissions.

SEVERABILITY AND CONSTRUCTION

6.1 Except as expressly provided to the contrary herein, each article, term, condition, and

provision of this ARCHER AFFILIATES TERMS OF AGREEMENT shall be considered

severable. If, for any reason whatsoever, any such article, term, condition, or provision herein is

deemed to be invalid, illegal, or incapable of being enforced as being contrary to or in conflict

with any existing or future law or regulation by any court or agency having valid jurisdiction,

such shall not impair the operation or have any other effect upon such other articles, terms,

conditions, and provisions of this ARCHER AFFILIATES TERMS OF AGREEMENT. The latter

shall continue to be given full force and effect by the parties hereto and be construed as if such

invalid, illegal, or unenforceable article, term, condition, or provision were omitted.

6.2 This ARCHER AFFILIATES TERMS OF AGREEMENT constitutes the entire, whole, and

complete agreement between the Team Leader and the Team Member concerning the subject

matter and shall supersede all prior agreements. No other representations have induced the

Company to execute this Agreement. No representation, inducement, promises, or agreements,

oral or otherwise, between the parties not included herein or attached hereto, unless of

subsequent date, have been made by either party, and none such shall be of any force or effect

regarding this ARCHER AFFILIATES TERMS OF AGREEMENT or otherwise. No amendment,

change, or variance of this ARCHER AFFILIATES TERMS OF AGREEMENT shall be binding

upon either party unless mutually agreed to by the parties and executed by them or by their

respective authorized employees, officers, or agents in writing.

LIMITATION OF LIABILITY

7.1 Under no circumstances shall the Corporation be liable to the Brand, the Affiliate’s

customers or subscribers, nor any other person or entity claiming through the Affiliate for any

loss, liability, injury, or damage of whatever kind or nature resulting from or arising out of, or in

connection with, this agreement or the products and services provided hereunder, now or in the

future, or any mistakes, errors, omissions, delays, losses, or interruptions in the services arising

out of or in connection with the Corporation’s site and/or products and services. Without limiting

the generality of the foregoing, the Corporation shall in no event be liable for any indirect,

incidental, punitive, exemplary, or special damages, lost profits, lost opportunities, lost savings,

lost data, or any other form of consequential damages, regardless of the form of action, even if

the Corporation has been advised of the possibility of such damages or could have foreseen

such damages.

WAIVER

8.1 No failure, delay, waiver, forbearance, or omission by either of the parties hereto to enforce

any of the conditions or to breach any term, provision, covenant, or warranty contained herein,

whether by conduct or otherwise, and no custom or practice of the parties at variance with the

terms and conditions hereof, shall constitute or be deemed to be or be construed as a further or

continuing waiver of any such condition or the breach, or the waiver of any other condition or the

violation of any other term, provision, covenant, or warranty of this Agreement.

LANGUAGE AND GOVERNING LAW

9.1 This ARCHER AFFILIATES TERMS OF AGREEMENT shall be governed by, construed, and

enforced in accordance with the laws of New York, which law shall prevail in the event of any

conflict between the parties.

9.2 The parties hereto acknowledge that they requested that this Agreement and all related

documents be drafted in English, that any notice to be given hereunder be given in English, and

that any proceedings between the parties relating to this Agreement be conducted in English.

ALTERNATIVE DISPUTE RESOLUTION

10.1 The Parties to this Terms of Agreement agree to attempt in good faith to resolve any

conflicts, disputes, or claims arising from this Agreement by negotiation between senior

executives or officials. If applicable, the Parties agree to consider utilizing Alternative Dispute

Resolution (ADR) procedures in situations concerning disputes between the Parties.

ASSIGNMENT OF AGREEMENT

11.1 This agreement may not be assigned or otherwise transferred by any party in whole or part

without the other parties’ express prior written consent. If any Party shall change its corporate

name or merge with another corporation, the assignment shall be mutually agreed upon by all

parties.

(Signature page follows)

Corporation

Signature:

Name:

Email:

Address:

Brand

Signature:

Company:

Name:

Email:

Address: