AFFILIATE AGREEMENT.

November 28, 2023

AFFILIATE AGREEMENT.

This Affiliate Agreement (hereinafter referred to as the “Agreement”) is entered
into on this 15 th day of December 2017 by and between TBCC Online Ltd of 1038
Grand Blvd. Aurora, IL 60505, USA (hereinafter referred to as the “Affiliate”) and
APORVINO.COM of Av. Felix Rodriguez de la Fuente, 17, Valdemorillo, 28210,
Spain (hereinafter referred to as the “Service Provider/Seller”). Together referred to
as “parties.”
WHEREAS the parties agree to be mutually bound by the terms and obligations
provided hereunder; –
1. Purpose.
Parties agree that TBCC ONLINE LTD is an affiliate who shall provide referrals to
the Service Provider/Seller’s website.
2. Term.
The parties agree that the provisions of this agreement shall be indefinite until the
termination of the agreement and shall be for all transactions between the two
companies.
3. Commission.
The parties agree that the Affiliate shall be compensated a commission of 50% of the
net profit from the wine sales from Spain to Poland.
The amount shall be paid in Euro currency quarterly via bank transfer to; –

TBCC Online LTD.
1038 Grand Blvd.
City: Aurora,
State: Illinois
Postal Code: 60505
USA
Account Number (checking): 3164284239
ABA Routing Numbers: 021000021
SWIFT CODE / BIC– CHASUS33

4. Access.

The Service Provider/Seller herein agrees to grant electronic access to the Affiliate
and/or send sales reports quarterly to the Affiliate.
5. Dispute Resolution.
If any dispute arises regarding the provisions of this agreement, the same shall be
negotiated in the first instance between the parties; if it fails, the argument shall be
referred to neutral mediation in accordance with the applicable laws.
The parties shall cater to their legal costs.
6. Governing Law.
This agreement and the provisions herein shall be interpreted and construed in
accordance with the laws of the State of Illinois.
7. Termination.
This agreement may be terminated upon the issuance of a written notice from the
Affiliate for the following reasons; –
i. The Service Provider/Seller fails to pay the commission for 2 (two)
consecutive quarters.
ii. The Service Provider/Seller refuses to provide real sales data indicating the
net profit from sales through Aporvino.pl.
The Service Provider/Seller may terminate this agreement by presenting a written
notice within 30 days before the execution of the termination pending mediation and
presenting a reason for the termination.
8. Non-Disclosure.
The parties acknowledge that during their obligations under this agreement, they will
come into contact with confidential information, trade secrets, and intellectual
property, which they acknowledge and agree not to disclose to any third parties
without prior written consent from the other party.
9. Modification.
The parties herein may only modify or amend the terms by the same being reduced
into writing and signed by both parties willingly.

10. Waiver.

The parties agree that no waiver of the rights under this agreement shall be
construed as a continuing waiver or as consent to any future or subsequent
breaches.
11. Entire Agreement.
This agreement constitutes the entire agreement between the parties herein and
supersedes any prior oral or written agreements or promises.
12. Severability.
Suppose any provision of this agreement is deemed invalid or unenforceable by a
court of competent jurisdiction. In that case, the same shall be severed from this
agreement, and the remaining provisions shall continue in existence and full force
and effect.
13. Acceptance.
By the parties signing herein below, they accept to be legally bound by the terms and
provisions of this agreement.
By the Affiliate; –
Name: Pawel Fracek
Designation:
________________________
Signature:
__________________________
Date:
______________________________

By the Service Provider/Seller; –
Name: Jorge Mirat
Designation:
________________________
Signature:
__________________________
Date:
______________________________

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