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1- Terms Of Use .

This Cash Rewards & Independent Affiliate Agreement (this "Agreement") is made and entered into effective as of the 27th day of June, 2022, (the "Effective Date”) by and between Penc-Mi, SARL, ("Penc-Mi") a Delaware corporation ("we," "us," "our," etc.), and the Affiliate signing below ("Affiliate"), collectively, the "Parties". This agreement supersedes any and all previous agreements. In consideration of the mutual promises made herein and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Servic Penc-Mi owns and operates the web site (our "Site"), on which we provide a service that enables users to manage all relationship types, personal and professional, in a universal networking and contact management platform. Enrolled members have the ability to earn points from their own engagement on Penc-Mi, and from their popular posts that receive engagement. All points may redeem for a cash value. Affiliates have the opportunity to earn commissions by referring users to Penc-Mi who earn points, purchase Premium Subscription Packages, and purchase other Penc-Mi products/services offered to the referred users. 2. Definitions 1. “Rewards Member” means a Penc-Mi user who has agreed to the terms of this Agreement using a digital signature and has completed their Penc-Mi profile to 100% using the provided ‘Completeness Meter’ located on every user’s Penc-Mi profile. 2. “Affiliate” means a Penc-Mi user who has agreed to the terms of this Agreement using a digital signature and has completed their Penc-Mi profile to 100% using the provided ‘Completeness Meter’ located on every user’s Penc-Mi profile. 3. "5-Level Bonus Qualified Affiliate” means an affiliate who has upgraded their Penc-Mi account to a PRO premium feature subscription or has referred a minimum of ONE (1) PRO customer who is actively paying for a monthly subscription, or who has paid for a year in advance and the year service is still active. ($20 - $40 per month, or pre-paid at an annual amount to be determined at that time). 4. "Premium Subscriber Customer" means any Penc-Mi member who has upgraded their free account to a paid PRO account to receive additional features and services. 5. "5-Level Commission Plan Bonus" means a bonus of additional reward points and compensation offerings paid through a multi-level commission plan (levels 2-5). 6. "Penc-Mi PRO Premium Subscription Packages" means one of four service packages available to purchase a premium subscription . 8. “Estimated Commissions” are earnings that are payable to an affiliate after all qualifications are met within the required timeframe, assuming no chargebacks. 9. “Pie” is the total amount of ad rewards paid to rewards members each month. 10. “Pie Slice” is eligibility to earn point-based cash rewards that requires each rewards member to earn 1,000 points to be awarded a pie slice. Each slice holds an equal cash value in the rewards pie. 4. Cash Reward Points 1. Rewards members are eligible to earn points that redeem for cash, which are paid on a monthly basis to those who are eligible. 2. Each month Penc-Mi redistributes up to 50% of its third-party ad revenue generated from advertising impressions and advertising clicks. These funds are placed into a pool called a “pie” and then are distributed evenly to all rewards members based on the pie slices earned in a calendar month. 3. Every 1,000 points earned give each rewards member 1 pie slice. Points under 1,000 will rollover to consecutive months and accrue until a pie slice is earned. 4. Points are generated from a reward member’s normal daily social networking activity on Penc-Mi as well as content posts made by the rewards member that become popular based on their level of engagement from other Penc-Mi members. 5. Penc-Mi uses a proprietary algorithm to award points using several factors such as the type of engagement, the behavior of the parties creating the engagement, the geographical location of the parties creating the engagement, and other variables to help make the rewards program fairer for all participants worldwide. 6. Activities that will award points include daily logins, time on site, pageviews, posting content, getting engagement on posted content from other members, post and media “likes”, post and media comments, post and media shares, getting new followers, etc. 5. Affiliate “Referral Rewards” Compensation Plan (1-level) 1. Affiliates will receive both 100% matching cash reward points, and 10% commissions, paid on a recurring basis when applicable, on purchases made by direct member referrals to Penc-Mi (level 1). Matching Points (100% match) • When referrals earn points, the referrer earns 100% matching points Subscription Commissions Per Sale (10% recurring): • PRO: $2/mo. or $20/yr. or $10/yr after 50% discount • PRO Platinum: $4/mo. or $40/yr. or $20/yr after 50% discount 2. Affiliates will earn 10% commissions on all new revenue sources offered in the future, which are planned to include, but are not limited to; travel service booking fees (hotels, flights, car rentals), self-service advertising, marketplace transaction fees, and job services. 6. 5-level Bonus Compensation Plan (limited to the first 1 million qualified) 1. Affiliates who upgrade their own Penc-Mi accounts to a PRO account and/or refer a minimum of ONE (1) PRO service customer (any PRO package with a minimum of 12-months of revenue collected from each customer, including annual pre-payments of the PRO service) will automatically earn the 5-level bonus in the calendar months where eligibility is met. 2. Affiliates will receive 100% matching cash reward points and 10% commissions, paid on a recurring basis when applicable, on purchases made by direct user referrals to Penc-Mi (level 1), 10% on the sales generated by the users they personally refer (level 2), and 10% on user referral levels 3, 4 and 5. This is the Affiliate’s “Referral Network” and there are no limits to the amount of referrals on any level. 1. 100% Matching Points & 10% Commissions (direct referrals) 2. 100% Matching Points & 10% Commissions (level 2 indirect referrals) 3. 100% Matching Points & 10% Commissions (level 3 indirect referrals) 4. 100% Matching Points & 10% Commissions (level 4 indirect referrals) 5. 100% Matching Points & 10% Commissions (level 5 indirect referrals) 2. This Bonus offering will end upon 1 MILLION (1,000,000) Affiliates upgrading their Penc-Mi accounts to a PRO account and/or referring a minimum of ONE (1) PRO service customer (any PRO package with a minimum of 12-months of revenue collected from each customer, including annual pre-payments of the PRO service). 3. If Affiliate has downgraded their PRO account and none of their direct referrals are PRO customers after the Bonus period has ended (1M bonus awards issued), the 5-level bonus will become unavailable permanently due to the loss of qualifications to retain the bonus. 1. Affiliates will earn 10% commissions paid on the booking fee revenue Penc-Mi generates on each sale, not the gross sale revenue. 2. Travel purchase commissions are paid upon the customer completing their travel experience. 3. 10% travel purchase commissions will be awarded through 5-levels of member referrals if the affiliate has earned the 5-level bonus. 8. Requirements In order to be eligible as an Affiliate, each Affiliate must: 1. be 18 years old or older; 2. agree to the terms and conditions of this Agreement; 3. e-sign and submit this Agreement to Penc-Mi; 5. upload a photocopy of a government-issued ID once the Affiliate reaches $600 in commissions. If Affiliate is a United States resident, Affiliate must also complete an IRS W-9 Form to continue receiving commissions. 8. Commission Payments All commissions are accumulated until a gross amount of $100 USD to be eligible to withdraw commissions from their payment accounts. Eligible commissions will be paid monthly, one month in arrears, which will be no later than the last business day of the following month for the previous month’s earnings or withdraw requests. Penc-Mi offers two methods for US-members to receive payment through its partnerships with Stripe and Payoneer. Members outside of the US must use Payoneer to receive payment, which is available in over 200 countries and territories. All members are provided with a back-office rewards/affiliate account to link your payment account. Penc-Mi is planning to offer several additional ways for members to collect their commissions payments in the future. 1. Direct Deposit via Checking Account (US-Only) 2. Direct Deposit via Penc-Mi Prepaid Debit Mastercard 3. PayPal 4. Coinbase 5. Transferwise Your country may affect what payment options are available. Penc-Mi is not responsible for making payments if you are unable to receive payment via the options listed above. If payments are received in a currency other than USD, your credit or bank card issuer may apply a currency conversion rate or fees to your payment. Other payment methods may have up to a 6% deposit fee as applied by the payment service of choice. Penc-Mi is not responsible for these fees. If chargebacks are consistently an issue with Affiliate's direct referrals, Penc-Mi reserves the right to terminate Affiliate's account and seize any unpaid commissions. If any Affiliate violates or refuses to take part in their responsibilities, or commits fraudulent activity against Penc-Mi, Penc-Mi reserves the right to withhold payment and take appropriate legal action to recover its damages. Penc-Mi reserves the right to recover all paid commissions in the event a fraudulent purchase (as determined solely by Penc-Mi) was made to acquire the commissions. 9. Advertising & Anti-Spam Affiliate shall safeguard and promote the reputation of Penc-Mi and its products and services. The marketing and promotion of Penc-Mi and Penc-Mi products and services shall be consistent with the public interest, and must avoid all discourteous, deceptive, misleading, unethical, or immoral conduct or practices. Affiliate shall not advertise Penc-Mi products, services, and/or marketing plans except as specifically approved by Penc-Mi. Affiliate agrees to make no false or fraudulent representations about Penc-Mi or its products or services or compensation plan. All Affiliate-produced advertising copy, direct mailing, radio, TV, newspaper, and display copy that promotes Penc-Mi or its products or services must be approved in writing before being disseminated, published, or displayed with the exception of blind ads where no reference is made to Penc-Mi or its products and services. Affiliate agrees not to violate any Can-Spam laws and regulations, or any other laws, while promoting Penc-Mi, and also agrees to put forth good-faith efforts to not send any messages or email to any party not personally known or not send any unsolicited material with reference to Penc-Mi or any of its brands. Affiliate agrees not to use any information obtained as an Affiliate of Penc-Mi for any inappropriate or unauthorized reasons or uses. 10. Disqualifications 1. If any Affiliate voluntarily deactivates their Affiliate or Penc-Mi account, or is temporarily deactivated for violating the terms of this agreement and any other agreement previously agreed upon with Penc-Mi, commissions eligibility will be revoked during period of deactivation and no commissions will be paid nor will become payable during the deactivation. 2. Other disqualifications include, but are not limited to the following actions as mentioned throughout this agreement: 1. Use of BOTS (defrauding Penc-Mi through fake engagement) 2. Unnatural Social Networking Activity (defrauding Penc-Mi through fake engagement) 3. Fake Advertisement Clicks (defrauding Penc-Mi’s advertising partners) 4. Account Violations (violating terms of use policy) 5. Incomplete Profile (profile meter not at 100%) 6. Multiple Accounts (only one personal account per person) 7. Fake Accounts (not real people, or profile info/photo) 8. Misrepresentation (saying inaccurate/ false things about Penc-Mi) 9. Intellectual Property Violations (using Penc-Mi's IP for individual profit) 11. Intellectual Property Affiliate agrees that all content and materials available on our Site are protected by our or third parties' rights of publicity, copyright, trademarks, service marks, patents, trade secrets, and other proprietary rights and laws. Except for that information which is in the public domain or for which you have been given express written permission by us, Affiliate agrees not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works of any materials or content available on our Site. 12. Affiliate's Representations and Warranties Affiliate represents and warrants as follows: (i) a breach hereof by Affiliate will result in willful forfeiture of commissions; (ii) Affiliate will not spam or send unsolicited email mentioning or promoting Penc-Mi; (iii) Affiliate is an individual or company in good standing in its jurisdiction and has the absolute right to enter into this Agreement and perform its obligations hereunder; (iv) Affiliate shall not purchase products or services solely for the purpose of qualifying for the payment of commissions, and further agrees that Affiliate shall not encourage others to do so; and (v) Affiliate shall comply with all applicable state and local statutes, laws, regulations and ordinances. 13. Disclaimers TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, PENC-MI WILL IN NO EVENT BE LIABLE TO ANY AFFILIATE OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES THAT ARISE OUT OF THE USE OF OR ACCESS TO THE SITE (INCLUDING BUT NOT LIMITED TO LOST PROFITS OR COMMISSIONS, LOSS OF OPPORTUNITY, AND DAMAGES THAT MAY RESULT FROM INACCURACY, INCOMPLETENESS, INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE SITE), EVEN IF PENC-MI SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, PENC-MI SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO AFFILIATE OR ANYONE ELSE UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY, OR OTHER THEORY WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO. 14. Termination In the event of a termination, a notice will be provided via e-mail and will be effective immediately. All legitimate moneys due to Affiliate will be paid during the next monthly billing cycle. If Affiliate defrauds the system, then payment is revoked as determined solely by Penc-Mi. Any Affiliate found to be tampering with the internal systems of Penc-Mi, hacking, or in any way defrauding the system, will be immediately suspended and any payments will be withheld. Any breach of this Agreement, as determined by Penc-Mi, will result in termination of the Agreement and forfeiture of any illegitimate commissions earned. Penc-Mi reserves the right to terminate this agreement in whole, or in part, for all non-registered affiliates or future affiliates, and for affiliates who have violated the terms set forth herewithin. 15. Indemnification Affiliate irrevocably covenants, promises and agrees to indemnify and defend Penc-Mi and to hold Penc-Mi harmless from and against any and all losses, claims, expenses, suits, damages, costs, demands, or liabilities, arising from any and all claims and lawsuits arising in any way in connection with the Site, this Agreement, or any other act or omission of Affiliate. For any legal action taken by any third party against Penc-Mi for actions of Affiliate that violate the Agreement, Affiliate accepts that Penc-Mi will work with the third party to divulge Affiliate's personal information. Affiliate also agrees that Penc-Mi is not liable for Affiliate's actions, and Affiliate will bear all costs (legal or otherwise) that Penc-Mi incurs if Penc-Mi is sued by any third party due to any act or omission of Affiliate. 16. General Provisions Amendments. Penc-Mi reserves the right to modify or amend any conditions of this Agreement at any time. Amendment notices shall be sent to Affiliate by email, and Affiliate shall be responsible for complying with any changes to the Agreement within 10 calendar days from the date of notice. Failure of Affiliate to terminate the Agreement within those 10 calendar days will constitute acceptance of the changes. Dispute Resolution. Affiliate agrees to settle any dispute under this Agreement under the laws of the State of Florida. Any litigation arising under this Agreement will be brought in the courts of competent jurisdiction located in Pinellas County, Florida. In the event of any dispute arising out of or related to the terms, conditions and performance of this Agreement, the prevailing party shall be entitled to collect its costs, including without limitation its reasonable attorneys’, paralegals’ fees, and all costs incurred, whether incurred pre-suit, in court-ordered mediation, at trial, on appeal or in bankruptcy or administrative proceedings. Severability. If any provision of this Agreement shall be held or made invalid or unenforceable by a court decision, statute, rule, or otherwise, the remaining provisions of this Agreement shall not be affected thereby. Waiver. Penc-Mi's failure to require strict compliance with respect to the terms and conditions of this Agreement shall not be construed as ongoing or as a waiver of its right to later enforce any term or condition hereof in the event of a subsequent default by Affiliate. Relationship. The parties are and shall remain independent contractors and this Agreement shall not be construed to establish any fiduciary relationship or other relationship of partnership, joint venture, employment, franchise, or agency between them. Neither party shall have the authority to bind the other or incur obligations on the other's behalf without the other's prior written consent in each instance. Assignment. Upon the death or incapacity of Affiliate, his or her rights, together with Affiliate responsibilities, shall pass to his or her successors in interest upon written application and approval by Penc-Mi. Affiliate may not assign, sell, or delegate any rights or obligations under the Agreement. Any purported assignment and delegation shall be ineffective. Penc-Mi may freely assign or delegate all rights and obligations under the Agreement, fully or partially without notice to you. 17. Security International affiliates, outside the United States, agree that their personal information will be sent to the US Department of Defense antiterrorism database for screening. 18. Taxation DETAILS COMING SOON