Affiliate Program Agreement

MOOV Innovations Ltd (Israeli Company No. 517068565)

Last Updated: 10/01/2026

 

1. Introduction

This Affiliate Program Agreement (the “Agreement”) is a binding agreement between MOOV Innovations Ltd (Israeli Company No. 517068565) (the “Company”) and you (the “Affiliate”). By applying to, accessing, or participating in the Company’s affiliate program (the “Program”), you confirm that you have read, understood, and agree to be bound by this Agreement.

If you do not agree to this Agreement, you must not participate in the Program.

2. Definitions

The following definitions apply in this Agreement:

• “Affiliate” means the approved business entity that participates in the Program.
• “Qualified Purchase” means a completed purchase that is validly attributed to an Affiliate under this Agreement and is not reversed, refunded, canceled, or charged back.
• “Net Sales” means the amount paid for products, excluding VAT/sales taxes, shipping, handling, discounts, store credit, refunds, and chargebacks.
• “Referral Link” means the Affiliate’s unique tracking URL generated by the Program.
• “Coupon Code” means an Affiliate-specific coupon code that the Company may assign and that is configured for tracking within the Program.
• “Cookie” means the browser cookie used to attribute referrals and purchases as described in Section 4.

3. Enrollment and Eligibility

Participation is subject to Company approval. The Company may accept or reject any application in its sole discretion.

The Affiliate represents, warrants, and undertakes that:

• The Affiliate is at least 18 years old and legally competent.
• The Affiliate is a duly registered business entity (Israeli or international).
• If the Affiliate is Israeli, it must be at minimum an Osek Patur (VAT-exempt sole proprietor) (or higher status) and capable of issuing valid receipts and/or tax invoices for commission payments.
• The Affiliate can issue valid invoices/receipts under its local law and provide all information required for payment and tax compliance.
• The Affiliate will provide an Israeli bank account (account held in Israel) for payouts; the Program does not support any other payment method.

4. Commission, Tracking and Attribution

Commission Rate. The Company will pay the Affiliate a commission equal to ten percent (10%) of Net Sales for each Qualified Purchase.

Commission eligibility requires valid tracking via a Referral Link and/or Coupon Code. If a purchase cannot be attributed to the Affiliate in the Program, no commission will be due.

Cookie Duration. Unless the Company specifies otherwise in writing, the referral tracking cookie duration is ninety (90) days from the customer’s last click on an Affiliate’s Referral Link.

Attribution Model. The Program uses a last-click attribution model by default (“Credit Last Referrer”): the most recent Affiliate referral within the cookie period is credited. If a Coupon Code is used at checkout and is configured for attribution, the Coupon Code attribution may take precedence.

Self-referrals are prohibited. The Affiliate may not earn commissions on its own purchases or on purchases made primarily for the Affiliate’s benefit as determined by the Company.

5. Payouts, Invoicing and Taxes

Payment Method. Payouts are made exclusively by Israeli bank transfer to the Affiliate’s designated bank account held in Israel. No other payment methods are available.

Invoicing Requirement. Commissions become payable only after the Company receives a valid invoice/receipt (as applicable) issued by the Affiliate for the commission amount. The Company may request additional documentation, including (for Israeli Affiliates) a withholding tax certificate (withholding tax certificate (Ishur Nikui Mas Bamakor)) and proper business registration details.

Payment Schedule. Subject to the invoice requirement and any fraud/return review, the Company pays approved commissions monthly, within fifteen (15) days after the end of each calendar month. The Company may apply a reasonable holding period to account for returns and chargebacks.

Minimum Payout Threshold. The minimum payout threshold is ILS 200 (or such other amount as the Company may publish from time to time). Balances below the threshold may roll over to the next payout period.

Taxes. The Affiliate is responsible for all taxes on its commissions. The Company may withhold taxes as required by law.

6. Returns, Chargebacks, Fraud and Reversals

Commissions are earned only on Qualified Purchases. If an order is refunded, canceled, returned, charged back, or deemed fraudulent or invalid, the related commission will be reversed and is not payable.

If a commission was already paid and is later reversed, the Company may offset the amount against future payouts or require reimbursement.

Prohibited conduct includes (without limitation): cookie stuffing, forced clicks, misleading redirects, spamming, false claims, trademark bidding without authorization, and any attempt to manipulate the tracking system.

7. Marketing Compliance and Disclosures

Adult-Only Marketing. The Affiliate must not market or sell to minors and must not target any promotion to individuals under 18. The Affiliate is responsible for complying with all applicable Israeli and local laws governing the marketing of nicotine products.

No Unapproved Health or Cessation Claims. The Affiliate must not make medical, health, or smoking-cessation claims (e.g., that the products are “safe” or “help quit smoking”) unless expressly authorized in writing by the Company and permitted by law.

English: Disclosure. The Affiliate must clearly and conspicuously disclose the affiliate relationship in all promotions (e.g., “I may earn a commission”

Anti-Spam and Privacy. The Affiliate must not send unsolicited commercial messages. Any email/SMS/WhatsApp marketing must comply with applicable opt-in and unsubscribe requirements and all privacy laws.

8. Intellectual Property

The Company grants the Affiliate a limited, revocable, non-exclusive, non-transferable license to use the Company’s trademarks and approved marketing materials solely to promote the Company under this Agreement. The Affiliate must not register domains, social handles, or accounts that include the Company’s trademarks or imply an official relationship.

9. Term and Termination

Either party may terminate the Affiliate’s participation at any time by written notice. Upon termination, the Affiliate must immediately stop promoting the Company and remove/disable Referral Links and marketing materials.

The Company may withhold unpaid commissions if the Affiliate violated this Agreement or if transactions are subject to reversal.

10. Program Changes

The Company may modify the Program, including commission rates, attribution rules, cookie duration, thresholds, or eligibility requirements, by posting an updated Agreement or providing notice. Continued participation constitutes acceptance.

11. Independent Contractor

The Affiliate is an independent contractor. Nothing in this Agreement creates an employment relationship, partnership, joint venture, or agency.

12. Limitation of Liability

To the maximum extent permitted by law, the Company will not be liable for indirect, incidental, special, consequential, or punitive damages. The Company’s aggregate liability arising out of the Program will not exceed the total commissions paid to the Affiliate during the six (6) months preceding the event giving rise to liability.

13. Indemnification

The Affiliate will indemnify and hold harmless the Company from any claims, damages, liabilities, and expenses (including reasonable legal fees) arising from the Affiliate’s breach of this Agreement, unlawful marketing, or content published by the Affiliate.

14. Governing Law and Language

This Agreement is governed by the laws of the State of Israel. The competent courts in Israel will have exclusive jurisdiction.

Language. This Agreement is provided in English. If the Company also makes available a Hebrew version for convenience, the Hebrew version shall prevail in case of any inconsistency.