Affiliate Program Agreement

IN THE MATTER OF MARKETING AND PROMOTIONAL PARTNERSHIPS WITH THE GOODEALS PLATFORM AFFILIATE PROGRAM AGREEMENT Effective Date: 17 October 2025 ARTICLE 1: AGREEMENT AND ENROLLMENT 1.1. This document (the "Affiliate Agreement") constitutes a legally binding contract between the individual or entity applying to join the GOODEALS Affiliate Program ("Affiliate," "you," "your") and GOODEALS NIGERIA LTD. ("GOODEALS," "we," "us," "our"). 1.2. By submitting your application and, upon acceptance, participating in our Affiliate Program, you signify your full and unconditional agreement to be bound by all terms and conditions contained herein. 1.3. GOODEALS reserves the right to approve or reject any Affiliate Program application at its sole discretion. ARTICLE 2: AFFILIATE RESPONSIBILITIES AND CONDUCT 2.1. Marketing and Promotion: You agree to use your best efforts to promote GOODEALS and its listed products to your audience in a lawful and ethical manner. You are responsible for all materials used in your promotions. 2.2. Honest Representation: You shall not make any false, misleading, or exaggerated claims about GOODEALS, its services, or any products available on the Platform. All promotional activities must be truthful and transparent. 2.3. Disclosure: In all promotions, you must clearly and conspicuously disclose your affiliate relationship with GOODEALS. This is required by law and is a non-negotiable term of this agreement. An acceptable disclosure would be, for example, "(As a GOODEALS Affiliate, I earn from qualifying purchases)." 2.4. Compliance with Laws: You agree to conduct all marketing activities in full compliance with all applicable laws and regulations of the Federal Republic of Nigeria, including those related to advertising and consumer protection. ARTICLE 3: PROHIBITED MARKETING ACTIVITIES 3.1. Spam: You are strictly prohibited from engaging in any form of spamming, including unsolicited mass emails or messages. 3.2. Trademark Bidding: You shall not bid on any keywords in any pay-per-click (PPC) search engine (e.g., Google Ads) that include the "GOODEALS" trademark or any variations or misspellings thereof. 3.3. Misleading Brand Association: You may not create websites, social media pages, or any other online presence that could reasonably lead a user to believe it is an official GOODEALS site or property. 3.4. Use of Malicious Software: You are prohibited from using any form of spyware, adware, or other malicious software to generate traffic or sales. 3.5. Offering Unofficial Incentives: You may not offer any cash-back, rebates, or other incentives to encourage users to click on your affiliate links without prior written consent from GOODEALS. ARTICLE 4: COMMISSION STRUCTURE AND PAYMENT TERMS 4.1. Commission Rate: You will earn a commission on each "Qualified Purchase" made through your unique affiliate links. The specific commission percentage(s) are outlined in the "Affiliate Commission Schedule," which will be provided to you upon acceptance into the program. 4.2. Qualified Purchase: A "Qualified Purchase" is a sale of goods on the GOODEALS Platform to a customer who clicks through a valid affiliate link from your site to our Platform and completes a purchase within the cookie duration period (e.g., 30 days). A purchase is not qualified if it is later returned or refunded. 4.3. Tracking: All affiliate sales are tracked using our proprietary tracking system. You will be provided with access to an affiliate dashboard to monitor your clicks, sales, and earned commissions. 4.4. Payment Schedule: a. Commissions are paid out on a monthly basis. b. There is a minimum payout threshold of ₦10,000 NGN. If your earned commissions for a month are below this amount, the balance will be carried over to the next month. c. Payments will be made approximately thirty (30) days after the end of the month in which the commission was earned to account for any order returns or cancellations. ARTICLE 5: TERM AND TERMINATION 5.1. The term of this Agreement will begin upon our acceptance of your affiliate application and will end when terminated by either party. 5.2. Termination by You: You may terminate this Agreement at any time, for any reason, by providing written notice to GOODEALS. 5.3. Termination by GOODEALS: We may terminate this Agreement at any time, for any reason, by providing written notice to you. We may terminate this Agreement immediately and without notice if you are found to be in breach of any of the terms of this Agreement, particularly those outlined in Article 3. 5.4. Effect of Termination: Upon termination, you must immediately cease using all affiliate links and GOODEALS brand materials. Any unpaid commissions that are legitimately earned and due will be paid out in the next payment cycle. ARTICLE 6: RELATIONSHIP OF PARTIES 6.1. You and GOODEALS are independent contractors. Nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You have no authority to make or accept any offers or representations on our behalf. ARTICLE 7: GOVERNING LAW 7.1. This Agreement shall be governed by and interpreted in accordance with the laws of the Federal Republic of Nigeria. By participating in the GOODEALS Affiliate Program, you acknowledge your full understanding and acceptance of these terms.