Affiliate Agreement

1. Parties

This Affiliate Agreement ("Agreement") is entered into between Roventis (Pty) Ltd ("Roventis" or "the Company") and you, the individual registering as an affiliate ("Affiliate" or "you"). By creating an account on the Platform, you accept and agree to be bound by this Agreement.

2. Appointment

Roventis appoints you as a non-exclusive, independent affiliate to introduce buyers to Roventis's product sourcing services. This appointment does not create an exclusive territory or guarantee any minimum deal volume or income.

3. Affiliate Obligations

As an Affiliate, you agree to:

• Act honestly, ethically, and in good faith in all dealings
• Not misrepresent products, pricing, or delivery timelines to buyers
• Submit accurate deal and order information through the Platform
• Complete all required training modules before engaging buyers
• Maintain confidentiality of proprietary pricing, supplier details, and buyer information
• Not engage in any activity that could harm Roventis's reputation
• Comply with all applicable laws including CPA and POPIA

4. Commission Structure

4.1 Tier-Based Rates

4.2 When Commission Is Earned

Commission is only credited to your account when:

1. A deal is moved to "Closed Won" status
2. You submit a formal order through the Platform
3. Roventis admin reviews and approves the order commission

No commission is earned on deals that do not result in an approved order.

4.3 Payment Terms

• Payouts are processed within 5 business days of payout request approval
• Payments are made via EFT to the bank account on your profile
• Minimum payout amount: R500
• You are responsible for all taxes on commission income

5. Commission Clawback

Roventis reserves the right to claw back (reverse) commissions within 90 days of payment if:

• The buyer cancels or returns the order
• The buyer defaults on payment to Roventis
• The deal was obtained through fraudulent or misleading representations
• A material error was made in commission calculation

Clawed-back amounts will be deducted from your pending commission balance. If insufficient balance exists, the amount becomes a debt owed to Roventis.

6. Non-Circumvention

For a period of 12 months after your last interaction with a buyer introduced through the Platform, you agree not to:

• Deal directly with that buyer for products or services similar to those offered by Roventis
• Introduce that buyer to a competing supplier or platform
• Use confidential pricing or supplier information obtained through the Platform for personal gain

Breach of this clause entitles Roventis to claim damages equal to the commissions that would have been earned on the circumvented deals plus reasonable legal costs.

7. Confidentiality

You acknowledge that the following constitute confidential information:

• Supplier identities, pricing, and terms
• Buyer lists and contact details
• Commission structures and internal processes
• Platform proprietary technology and business methods

This confidentiality obligation survives termination of this Agreement indefinitely.

8. Leads and Deal Allocation

• Leads are provided on a first-come, first-served basis
• Weekly claim limits apply based on your tier and performance
• Unclaimed or expired leads revert to the available pool
• Roventis may reassign leads if no progress is made within 30 days

9. Termination

Either party may terminate this Agreement with 14 days written notice via email. Roventis may terminate immediately for cause (breach of terms, fraud, inactivity exceeding 90 days). Upon termination:

• Approved commissions for completed orders will be paid out
• Pending/unapproved commissions are forfeited
• All confidentiality and non-circumvention obligations survive
• Access to the Platform is revoked

10. Limitation of Liability

Roventis's total aggregate liability under this Agreement is limited to the total commissions paid to you in the 6 months preceding the claim. Roventis is not liable for loss of income, anticipated earnings, or indirect damages of any kind.

11. Dispute Resolution

Disputes will be resolved through negotiation (14 days), then mediation, then binding arbitration under AFSA rules in Johannesburg. This Agreement is governed by the laws of the Republic of South Africa.

12. Amendments

Roventis may amend this Agreement with 30 days notice. Continued use of the Platform after the notice period constitutes acceptance. Material changes to commission rates require separate written notice.

13. Entire Agreement

This Agreement, together with the Terms of Service and Privacy Policy, constitutes the entire agreement between you and Roventis regarding your affiliate activities. No verbal representations override these written terms.