Affiliate Agreement

This Partnership Agreement (hereinafter referred to as the "Agreement") governs the relationship between Just eSIM Limited, located at Room 1001, 10/F, Tower B, New Mandarin Plaza, 14 Science Museum Road, Tsimshatsui East, Kowloon, Hong Kong, registration number 3167139 (hereinafter referred to as the "Company"), and the Partner within the framework of the program for promoting services under the Just eSIM brand.

1. Procedure for concluding the Agreement

1.1. To join the agreement, a potential partner (Candidate) must submit an application by filling out the partner registration form (Application Form). https://justesim.com/partners/

1.2. Filling out the form means that the Candidate agrees to the terms of the Agreement, but does not automatically entail the conclusion of the Agreement.

1.3. The Company reviews the Candidate's Questionnaire and has the right, at its own discretion, to accept or reject the application without giving reasons.

1.4. If the application is approved, the Candidate receives notifications to the email address specified in the Questionnaire and the Candidate is granted access to the partner's personal account on the Company's website (Personal Account).

1.5. The Agreement is considered concluded from the moment the Candidate is granted access to the Personal Account. From this moment, the Candidate acquires the status of a Partner.

PARTNERSHIP TERMS

2. Recitals

2.1. CONSIDERING that the Company provides services under the Just eSIM brand;

2.2. CONSIDERING that the Partner has the necessary resources, skills and capabilities for effective promotion and marketing activities aimed at promoting the Company's services;

2.3. CONSIDERING that the purpose of cooperation between the Company and the Partner is to attract new clients for services under the Just eSIM brand;

2.4. IN CONSIDERATION OF ALL OF THE FOREGOING, based on the mutual obligations and conditions contained in this Agreement, the parties have agreed as follows:

3. Obligations of the parties

3.1. Basic terms of partnership

3.2. The partner undertakes:

3.3. The partner shall not:

4. Commission and payments

4.1. Structure of the commission

4.2.Procedure for payment of commission

4.3. Settlement of payment disputes

5. Marketing and promotion

5.1. Permitted Marketing Activities

5.2. Marketing Recommendations

5.3. Prohibited actions.

The Partner shall not engage in any actions that may damage the reputation or integrity of the Company, including, but not limited to:

5.4. The Affiliate shall promptly comply with any requests or instructions from the Company to modify or discontinue specific marketing activities that are deemed incompatible with or adverse to the interests of the Company.

6. Intellectual property

6.1. Materials

6.2. Usage

6.3. Protection

7. Confidentiality

7.1. Confidential information

7.2. Confidentiality obligations

7.3. The confidentiality obligations set out in this section do not apply to information that:

7.4. Return of confidential information

8. Other conditions

Agreement Duration:
This Agreement shall enter into force on the Effective Date and shall be valid for 12 months. Upon expiration of each 12 months, the Agreement shall be automatically renewed for each subsequent 12 months.

8.1. Termination by the parties:
Either party may terminate this Agreement unilaterally, subject to prior notice to the other party by e-mail 10 days prior to termination.

8.2. Termination for Cause:
The Company may terminate this Agreement immediately by written notice to the Partner if the Partner commits a material breach of any provision of this Agreement and fails to remedy such breach within 3 days of receipt of written notice indicating the breach.

8.3. Consequences of termination.
Upon termination of the agreement:

9. Limitation of Liability and Indemnification

9.1. Limitation of Liability:

9.2. Indemnification
The Partner agrees to indemnify, defend and hold harmless the Company and its officers, directors, employees, agents, successors and assigns from and against all claims, losses, liabilities, costs and expenses (including reasonable legal fees) arising out of or in connection with:

10. Legislation and dispute resolution

10.1. Applicable law
All matters arising out of or relating to this Agreement shall be governed by and construed in accordance with the laws of Hong Kong, without regard to any conflict of laws provisions.

10.2. Dispute resolution
Any dispute arising under this Agreement shall be referred to and finally settled by arbitration conducted by the Hong Kong International Arbitration Centre in accordance with the arbitration rules in effect at the time the notice of arbitration is filed. The seat of arbitration shall be Hong Kong. There shall be one arbitrator. The arbitration proceedings shall be conducted in English.

10.3. Waiver of Jury Trial
Each party waives the right to a trial by jury in any action, proceeding or defense brought by either party against the other arising out of or relating to this Agreement.

11. Other Provisions

11.1. This Agreement, including all appendices and addendums hereto, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings and representations, whether oral or written.

11.2. The Company has the right to change the terms of the Agreement unilaterally by posting a new version at https://justesim.com/ru/aa. The Partner shall independently familiarize themselves with each new version.

11.3. Assignment of Rights: The Partner may not transfer or assign any rights or obligations under this Agreement without the prior written consent of the Company. The Company may assign or transfer its rights and obligations under this Agreement to any third party, affiliate or successor.

11.4. Third Party Rights: Unless otherwise specified, this Agreement does not confer any rights on any person or third party other than the parties to this Agreement and, if applicable, their successors and permitted assigns. Unless otherwise stated, this Agreement does not give rise to any right under the Contracts (Rights of Third Parties) Act 1999 to enforce any provision of this Agreement.

11.5. Separability and Language

11.6. Notices

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