Definitions:

• “ChefPassport Products”: refers to the products, services, or experiences provided by ChefPassport.
• “Affiliate Tool”: the platform or interface provided by ChefPassport to affiliates to monitor referrals, earnings, and other related metrics.
• “Commission”: financial reward or incentive given to affiliates based on the sale or conversion achieved through the affiliate’s referral link.

1. Commission and Payment: Affiliates will earn commission based on the actual sales generated through their referral link. The rate and structure of this commission will be predefined by ChefPassport. Payment schedules and methods will be communicated via the Affiliate Tool.

2. Proprietary Rights: ChefPassport Products, content, and any intellectual property related to them are owned by ChefPassport. Affiliates are granted a limited, non-exclusive, revocable right to use ChefPassport branded assets provided for the purpose of promoting the products.

3. Confidentiality: Affiliates must keep all information about ChefPassport, including business strategies, customer details, and commission rates, confidential.

4. Effects of Termination/Expiration: Upon termination, affiliates must cease all promotional activities related to ChefPassport and forfeit any earned but unpaid commissions.

5. Indemnification: Affiliates indemnify and hold ChefPassport harmless against any claims, losses, liabilities arising out of the affiliate’s breach of this agreement or unauthorized use of ChefPassport assets.

Disclaimers; Limitations of Liability:

1. Disclaimer of Warranties: ChefPassport and its subsidiaries make no promises regarding the accuracy, reliability, and availability of the ChefPassport Products or the Affiliate Tool. They are provided “as is” without any implied warranties.
2. No Indirect Damages: ChefPassport is not liable for any indirect damages, lost profits, or lost business opportunities.
3. Limitation of Liability: ChefPassport’s total liability to an affiliate is limited to the commission earned in the last twelve months.
4. Affiliate Tool: ChefPassport is not liable for any issues arising from the use of the Affiliate Tool.
5. Cookie Duration: Cookies have a set lifespan, and ChefPassport isn’t responsible if a customer clears cookies before a sale is completed.

General:

1. Amendment; No Waiver: ChefPassport may modify this agreement. Changes become effective the next business day after notification. No failure to enforce any term will act as a waiver of that term.
2. Applicable Law: This agreement is governed by the laws of Luxembourg.
3. Force Majeure: Neither party is responsible for delays or failures due to events outside their control.
4. Relationship of the Parties: This agreement does not create any partnership, employment, or agency relationship between ChefPassport and the affiliate.
5. Compliance with Applicable Laws: Affiliates must comply with all relevant laws, including Luxembourg laws, regarding sales, marketing, and referrals.
6. Severability: If a provision is found unenforceable, it won’t affect the rest of this agreement.
7. Notices: Notices will be sent to addresses provided by both parties. ChefPassport’s address is [ChefPassport’s Address].
8. Entire Agreement: This agreement supersedes all prior agreements between ChefPassport and the affiliate.
9. Assignment: Affiliates cannot transfer this agreement without ChefPassport’s prior consent.
10. Data Processing and Protection: Both parties acknowledge that they may share Personal Data. Any processing of Personal Data will be in line with the GDPR and relevant Luxembourg laws.