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Partnership Agreement

Effective Date: January 5th, 2024

Primary Website: https://www.agbooktraining.com


THE AGREEMENT: This Partnership Agreement (hereinafter called the "Agreement") is provided by the following organization, hereinafter referred to as "Company": AgBook Agribusiness Training and Advisory Limited. Our primary website is located at the address listed above. The Agreement is a legal document between you and the Company that describes the relationship we are entering into. This Agreement covers your responsibilities as a partner and our responsibilities to you. Please ensure you read and understand the entirety of this document, as well as have a lawyer's assistance if you desire, because each of the terms of this Agreement are important to our working relationship.

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1) DEFINITIONS

The parties referred to in this Agreement shall be defined as follows:

a) Company, Us, We: As we describe above, we'll be referred to as the Company. Us, we, our, ours and other first-person pronouns will also refer to the Company, as well as all employees or legal agents of the Company.

b) You, the Partner: You will be referred to as the "Partner." You'll also be referred to throughout this Agreement with second-person pronouns such as You, Your, or Yours.

c) Parties: Collectively, the parties to this Agreement (the Company and You) will be referred to as "Parties" or individually as "Party."

d) Partnership Program: The program we've set up for our partners as described in this Agreement.

e) Website: The primary website we've noted above will be referred to as Website.

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2) ASSENT & ACCEPTANCE

The most up to date agreement will be published at www.agbooktraining.com/affiliate. By submitting an application to our Partnership Program, you warrant that you have read and reviewed this Agreement and that you agree to be bound by it.

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3) NON-EXCLUSIVITY

This Agreement does not create an exclusive relationship between you and us. You are free to work with similar program providers in any category. This agreement imposes no restrictions on us to work with any individual or company we may choose.

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4) PARTNERSHIP PROGRAM

We will provide you separately the specific details about each available product and commission rates applicable to the partner.

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5) PAYOUT INFORMATION

If you accept payments by PayPal, these can be automatically paid upon approval, otherwise payouts will be made by the 5th of the month by direct deposit to your nominated account.

For any changes in your banking details, you must notify us immediately and we will endeavor to make the changes to your payout information as soon as possible.

For any disputes as to payout, the Company must be notified within thirty days of your receipt of the payout. We will review each dispute notification as well as the underlying payout transaction to which it is related. Disputes filed after thirty days of payout will not be addressed.

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6) TERM, TERMINATION & SUSPENSION

The term of this Agreement will begin when we accept you into the Partnership Program. It can be terminated by either Party at any time with or without cause.

You may only earn payouts as long as you are a Partner in good standing during the term. If you terminate this Agreement with us, you will qualify to receive payouts earned prior to the date of termination.

If you fail to follow the terms of this Agreement or any other legal terms we have posted anywhere on our website or websites, you forfeit all rights, including the right to any unclaimed payout.

We specifically reserve the right to terminate this Agreement if you violate any of the terms outlined herein, including, but not limited to, violating the intellectual property rights of the Company, failing to comply with applicable laws or other legal obligations, and/or publishing or distributing illegal material.

At the termination of this Agreement, any provisions that would be expected to survive termination by their nature shall remain in full force and effect.

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7) INTELLECTUAL PROPERTY

You agree that the intellectual property owned by the Company includes all copyrights, trademarks, trade secrets, patents, and other intellectual property belonging to the Company ("Company IP").

You are not permitted to use any of the Company IP or any confusingly similar variation of the Company IP without our express prior written permission.

Please be advised that your unauthorized use of any Company IP shall constitute unlawful infringement and we reserve all of our rights, including the right to pursue an infringement suit against you in court. You may be obligated to pay monetary damages or legal fees and costs.

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8) MODIFICATION & VARIATION

The Company may from time to time modify this Agreement. You agree that the Company has the right to modify this Agreement or revise anything contained herein.  The most up to date Agreement will be at www.agbooktraining.com/affiliate.

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9) RELATIONSHIP OF THE PARTIES

Nothing contained within this Agreement shall be construed to form any partnership, joint venture, agency, franchise, or employment relationship. You are an independent contractor of the Company and will remain so at all times.

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10) ACCEPTABLE USE

You agree not to use the Partnership Program or our Company for any unlawful purpose or any purpose prohibited under this clause. You agree not to use the Partnership Program in any way that could damage our websites, products, services, or the general business of the Company.  You further agree not to use the Partnership Program:

  1. To harass, abuse, or threaten others or otherwise violate any person's legal rights;

  2. To violate any intellectual property rights of the Company or any third party;

  3. To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;

  4. To perpetrate any fraud;

  5. To engage in or create any unlawful gambling, sweepstakes, or pyramid scheme;

  6. To publish or distribute any obscene or defamatory material;

  7. To publish or distribute any material that incites violence, hate, or discrimination towards any group;

  8. To unlawfully gather information about others.

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11) INDEMNIFICATION

You agree to defend and indemnify the Company and any of its agents (if applicable) and hold us harmless against any and all legal claims and demands, including reasonable legal fees, which may arise from or relate to your use or misuse of the Partnership Program, your breach of this Agreement, or your conduct or actions.

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12) ENTIRE AGREEMENT

This Agreement constitutes the entire understanding between the Parties with respect to the Partnership Program. This Agreement supersedes and replaces all prior agreements or understandings, written or oral.

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13) GENERAL PROVISIONS:

  1. LANGUAGE: All communications made or notices given pursuant to this Agreement shall be in the English language.

  2. JURISDICTION: Through your participation in the Partnership Program, you agree that the agreement with be covered by the laws in Papua New Guinea.

  3. ARBITRATION: In case of a dispute between the Parties relating to or arising out of this Agreement, the Parties shall first attempt to resolve the dispute personally and in good faith. If these personal resolution attempts fail, the Parties shall then submit the dispute to binding arbitration.

  4. ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by you.

  5. SEVERABILITY: If any part or subpart of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and subparts will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement shall continue in full force.

  6. NO WAIVER: In the event that we fail to enforce any provision of this Agreement, this shall not constitute a waiver of any future enforcement of that provision or of any other provision. Waiver of any part or subpart of this Agreement will not constitute a waiver of any other part or subpart.

  7. FORCE MAJEURE: The Company is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.

  8. ELECTRONIC COMMUNICATIONS PERMITTED: Electronic communications are permitted to both Parties under this Agreement, including email or fax. For any questions or concerns, please email us at the following address: nicole.isifu@agbooktraining.com

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