Brand Partner Agreement
Effective date: June 26, 2026
This Brand Partner Agreement (the “Agreement”) is a contract between Moringa.co (“Company”, “we”, “us”) and the individual or entity enrolling as a Brand Partner (“Brand Partner”, “you”). By submitting an enrollment application, you accept this Agreement, the Policies & Procedures, the current Compensation Plan, the Terms of Service, the Privacy Policy, and the Earnings Disclaimer(collectively, the “Brand Partner Documents”). The Brand Partner Documents may be amended from time to time and are incorporated by reference.
1. Independent contractor status
Brand Partner is an independent contractor and is not an employee, agent, partner, joint venturer, or legal representative of Company. Brand Partner is solely responsible for paying all federal, state, provincial, and local taxes (including self-employment and sales tax where applicable), and for all business expenses. Brand Partner is not entitled to any employee benefits, workers' compensation, or unemployment insurance.
2. Eligibility & enrollment
- You must be at least 18 years old and a legal resident of a country we currently serve.
- One Brand Partner account per individual or legal entity.
- You will provide accurate identification, tax (W-9 / W-8 / TIN / SIN), and payout information. False or incomplete information may result in termination and forfeiture of commissions.
- There is no purchase requirement to enroll. Any optional starter kit is sold at our cost and may be returned per the Policies & Procedures.
3. Term & renewal
This Agreement is effective on the date of enrollment and remains in effect until terminated by either party. Annual renewal (if required by the current Policies & Procedures) may carry a nominal administrative fee disclosed before charge.
4. Compensation
Brand Partner may earn commissions and bonuses on commissionable sales of Company products to end consumers, in accordance with the then-current Compensation Plan. Commissions are calculated from net commissionable volume after returns, refunds, taxes, shipping, and chargebacks. Commissions are paid monthly via the method Brand Partner selects in their account. The Company may withhold or set off commissions to recover unpaid amounts owed by Brand Partner.
5. Earnings disclosure
Brand Partner earnings are not guaranteed and depend on individual effort. The current Income Disclosure Statement contains required disclosures. Brand Partner agrees to comply with the Earnings Disclaimer and FTC Endorsement Guides in all marketing.
6. Conduct & compliance
Brand Partner agrees to:
- Comply with all applicable laws, including consumer-protection, advertising, tax, anti-spam, and data privacy laws;
- Not make any medical, health, or therapeutic claims about Company products;
- Not make income, earnings, or lifestyle claims inconsistent with the current Income Disclosure Statement;
- Use only marketing materials approved by Company, or that comply with our published guidelines;
- Not engage in deceptive, unfair, harassing, or high-pressure sales practices;
- Not sell products on unauthorized third-party marketplaces (Amazon, eBay, etc.) or below MAP pricing;
- Honor a customer's opt-out from marketing communications.
7. Confidentiality
Genealogy and downline data, customer lists, pricing, and other non-public Company information are trade secrets. Brand Partner agrees not to use this information for any purpose other than building their Moringa.co business, and not to share it with third parties.
8. Non-solicitation
During the term and for twelve (12) months after termination, Brand Partner agrees not to recruit, solicit, or attempt to enroll other Moringa.co Brand Partners or customers into any other multilevel marketing or direct-sales business.
9. Termination
Either party may terminate this Agreement at any time, with or without cause, with written notice. Upon termination: (a) Brand Partner loses rights to commissions accruing after termination; (b) Brand Partner must cease all use of Company marks and materials; (c) any earned but unpaid commissions are paid in the next regular cycle, subject to any set-offs. Material breach may result in immediate termination and forfeiture of unpaid commissions.
10. Right to cancel (cooling-off period)
You may cancel this Agreement within thirty (30) days of enrollment for a full refund of any enrollment fees and a refund of any unopened, resalable products purchased in the prior twelve (12) months, less applicable commissions paid on those orders, in compliance with applicable direct-sales statutes.
11. Indemnification
Brand Partner agrees to defend, indemnify, and hold harmless Company from any claim arising out of Brand Partner's acts, omissions, misrepresentations, or breach of this Agreement.
12. Limitation of liability
To the maximum extent permitted by law, Company will not be liable for indirect, incidental, special, consequential, or punitive damages. Company's aggregate liability for any claim is limited to the commissions paid to Brand Partner in the six (6) months preceding the claim.
13. Amendments
We may amend this Agreement, the Policies & Procedures, the Compensation Plan, and Brand Partner pricing at any time. Amendments take effect 30 days after posting on the Site or in the Brand Partner back office. Continued participation after that date constitutes acceptance. If you do not accept an amendment, your sole remedy is to terminate this Agreement.
14. Governing law & arbitration
This Agreement is governed by Delaware law. Disputes will be resolved by binding individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, except that either party may seek injunctive relief in a court of competent jurisdiction to protect trade secrets, confidential information, or intellectual property. Both parties waive any right to a jury trial and to participate in a class action.
15. Entire agreement
The Brand Partner Documents constitute the entire agreement between the parties relating to the Brand Partner program and supersede any prior agreements or representations.
This document is a template provided for general informational purposes. It does not constitute legal advice and must be reviewed and adapted by qualified counsel for your jurisdiction and business model before launch.