AFFILIATE AGREEMENT

Acceptance of This Agreement

This Affiliate Agreement governs your participation in the Upgrade You affiliate program operated by Upgrade You, LLC, run by Jess LeFevre, CHPC, based in Orem, Utah. By applying to the program, checking the box to accept this Agreement, accepting your approval, or promoting any Upgrade You product with an affiliate link, you agree to this Agreement. If you do not agree, do not apply or promote.

You agree that checking the acceptance box and submitting your application is your electronic signature and carries the same legal effect as a handwritten one. This Agreement also incorporates by reference our Terms of Service, Privacy Policy, and Affiliate Disclosure. The version of this Agreement in effect at the time of your promotional activity governs that activity.

Eligibility and Approval

You must be at least eighteen years old and able to enter a binding agreement. The information in your application must be accurate.

Approval is not automatic. We review every application personally and approve partners at our sole discretion, usually within 1 to 2 business days. We may decline or remove anyone, at any time, for any reason that protects the brand, our customers, or the integrity of the program. Applying does not guarantee approval, and approval does not guarantee any minimum earnings.

How the Program Works

Once approved, you receive a unique tracking link and access to an affiliate dashboard through our affiliate platform. When a customer clicks your link, a tracking cookie is set, and qualifying purchases made within the attribution window are credited to you. Tracking depends on the customer keeping cookies enabled and completing checkout in the same flow. We are not responsible for sales that fail to track due to a customer's browser settings, ad blockers, or other factors outside our control.

Commissions

You earn the commission rate shown in your dashboard at the time of each qualifying sale. Approved founding partners keep their founding rate as described at signup. Rates, attribution windows, and commissionable products are shown in your dashboard and may change on a going-forward basis.

A sale is only commissionable when it is a genuine purchase by a real third-party customer, paid in full, and not refunded, charged back, canceled, or fraudulent. Commissions are not earned on your own purchases or purchases you arrange for yourself, on taxes, shipping, or fees, on inquiry-only services quoted separately, or on any order later reversed.

Unless your dashboard states otherwise, commissions are calculated on the net product price actually paid, which excludes taxes, shipping, payment processing fees, discounts or credits applied at checkout, and any amount later refunded. No commission is owed on orders placed before your approval or after your participation ends.

Payouts

Payouts are processed through our affiliate platform once your balance of cleared, eligible commissions reaches the minimum payout threshold shown in your dashboard. Commissions hold for a clearance period that covers the refund and chargeback window before they become eligible.

If a sale tied to a commission is later refunded, canceled, charged back, or found to be fraudulent, the related commission is reversed and may be deducted from your current or future balance. You are responsible for your own taxes. We may require a valid tax form, such as a W-9 or W-8, before issuing payouts, and we may withhold where required by law.

Honest Marketing and No Health Claims

Upgrade You offers complementary wellness practices, coaching, courses, and tools. None of it is medical advice, diagnosis, treatment, or a cure, and our public materials say so. When you promote Upgrade You, your claims must match that framing.

You may not state or imply that any product diagnoses, treats, cures, or prevents any disease or condition, including candida or anxiety. You may not promise or guarantee specific health outcomes, results, income, or timelines. Do not invent testimonials, fabricate results, or misrepresent Jess, his credentials, or the products. Keep your claims truthful, supportable, and consistent with our site, our Disclaimer, and our Terms. You are responsible for everything you publish about Upgrade You.

Required FTC Disclosure

The law requires you to clearly and conspicuously disclose that you earn a commission, close to your affiliate link or recommendation, in plain language your audience will actually see and understand. A disclosure buried in a footer, hidden behind a click, or written in vague terms is not enough. You must follow the United States Federal Trade Commission endorsement guidelines and any disclosure rules of the platforms you use. See our Affiliate Disclosure for the standard we hold ourselves to.

Any claim you make about a product must be truthful, substantiated, and within the claims in our official materials. If you promote by email, you must comply with the CAN-SPAM Act, including a working unsubscribe link and accurate headers and subject lines, and with any other anti-spam or privacy laws that apply where your recipients live. You, not Upgrade You, are responsible for your promotional content and for following the law.

Prohibited Promotion Methods

To protect the brand and our customers, you may not: bid on or use "Upgrade You," our product names, common misspellings, or our domain in paid search or display ads, or direct-link those ads to our site.

You may not send spam or unsolicited email, post on platforms where you do not have permission, or use bots, cookie stuffing, forced clicks, or any method that sets tracking without a genuine click.

You may not self-refer or arrange purchases through your own link for commission, create fake or unauthorized coupon or discount codes, post codes on coupon aggregator sites, or imply a discount that does not exist.

You may not impersonate Upgrade You or Jess, register confusingly similar domains, social handles, or app listings, run misleading or clickbait claims, or promote alongside adult, hateful, illegal, or otherwise harmful content. You must also comply with the terms of every network and platform you use, including Amazon Associates rules where relevant.

Use of Brand Assets

On approval you receive a limited, revocable, non-exclusive, non-transferable license to use the Upgrade You name, logos, and approved marketing assets only to promote Upgrade You under this Agreement. Do not alter the logo, create derivative brands, or use the assets in any way that implies you are an employee, agent, or official spokesperson, or that suggests Upgrade You endorses claims it has not approved. All goodwill from your use belongs to Upgrade You, LLC, and the license ends when your participation ends.

Relationship of the Parties

You participate as an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture, or agency relationship. You have no authority to bind Upgrade You, LLC, make promises on its behalf, accept payments for it, or speak for it beyond promoting products with your affiliate link. You are responsible for your own expenses, equipment, and taxes.

Confidentiality

Non-public information we share with you, including custom commission rates, unreleased products, launch plans, and private assets, is confidential. Do not disclose or use it except to promote Upgrade You under this Agreement.

Term and Termination

This Agreement starts when you are approved and continues until either of us ends it. You or we may end your participation at any time, for any reason, with or without notice. On termination your tracking links and license to the brand assets are deactivated and you must stop presenting yourself as an affiliate.

If your participation ends in good standing, cleared and eligible commissions earned before termination are paid out on the normal schedule. If we terminate you for fraud, abuse, or a serious breach of this Agreement, we may withhold and cancel unpaid commissions and reverse amounts tied to violating activity.

Changes to the Program and Agreement

We may update this Agreement, commission rates, attribution windows, commissionable products, creative assets, and program rules from time to time. Changes apply on a going-forward basis from the date posted. We will revise the date at the bottom of this page when we make changes, and your continued participation after an update means you accept it.

Disclaimers and Limitation of Liability

The program and any assets are provided on an as is and as available basis without warranties of any kind. We do not guarantee any level of traffic, conversions, earnings, uptime, or tracking accuracy. To the fullest extent permitted by law, Upgrade You, LLC, Jess LeFevre, and any affiliated parties will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for lost profits, arising out of or relating to the program or this Agreement. Our total liability to you for any claim is limited to the total commissions paid to you in the three months before the event giving rise to the claim.

Indemnification

You agree to defend, indemnify, and hold harmless Upgrade You, LLC, Jess LeFevre, and any affiliated parties from any claims, damages, losses, or expenses, including reasonable legal fees, arising out of your promotional activity, your content and claims, your use of the brand assets, your violation of this Agreement, or your violation of any law or the rights of any third party.

Survival

Ending your participation does not erase obligations that by their nature should continue. The provisions on commissions already earned and payable, honest marketing and no health claims, use of brand assets, confidentiality, disclaimers and limitation of liability, indemnification, governing law, informal resolution, binding arbitration, the class action waiver, attorney fees, and these general provisions survive the end of your participation in the program.

General Provisions

Entire agreement. This Agreement, together with the documents it incorporates by reference, is the entire agreement between you and Upgrade You, LLC regarding the affiliate program and replaces any prior understanding on the subject.

Severability. If any part of this Agreement is found unenforceable, that part is limited or removed to the smallest extent necessary, and the rest stays in full force.

No waiver. If we do not enforce a provision right away, we do not give up the right to enforce it later.

Assignment. You may not assign or transfer this Agreement or your affiliate account without our written consent. We may assign it, including in connection with a sale or reorganization of the business. This Agreement binds and benefits each party's permitted successors.

Notices. We may give you notice by email to the address on your account or by posting in your dashboard, and that notice is effective when sent or posted. Keep your contact details current.

Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.

Headings. Section titles are for convenience only and do not affect how this Agreement is interpreted.

Governing Law

This Agreement is governed by the laws of the State of Utah, without regard to its conflict of law rules. The Federal Arbitration Act governs the interpretation and enforcement of the arbitration provisions below.

Informal Resolution First

Before starting an arbitration or filing any claim, you agree to first contact us at affiliates@upgradeyou.life and try in good faith to resolve the dispute informally for at least thirty days. Most concerns can be settled this way. Many disputes can be resolved faster and on better terms than a formal proceeding.

Binding Arbitration

Except for the matters carved out below, any dispute, claim, or controversy arising out of or relating to this Agreement or the affiliate program that is not resolved informally will be settled by final and binding arbitration, not in court. Arbitration is conducted by a single arbitrator administered by a recognized arbitration provider such as the American Arbitration Association or JAMS, under its rules for commercial disputes then in effect.

The seat of arbitration is Salt Lake City, Utah, and the arbitration is conducted in English. The arbitrator applies Utah law and may award any relief a court could award on an individual basis, and the arbitrator's award may be entered as a judgment in any court with jurisdiction. Each party understands that, by agreeing to arbitration, both are giving up the right to a trial by jury and the right to appeal except as the Federal Arbitration Act allows.

Class Action Waiver

You and Upgrade You, LLC agree to bring claims against each other only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person's claims or preside over any form of a class or representative proceeding. If this Class Action Waiver is found unenforceable as to a particular claim, that claim, and only that claim, is severed and may proceed in court, while all other claims remain in arbitration.

Exceptions and Attorney Fees

Either party may bring an individual claim in small claims court if it qualifies, and either party may ask any court of competent jurisdiction for injunctive or other equitable relief to protect intellectual property, confidential information, or to stop unauthorized use of the brand, without first using informal resolution or arbitration. For any such court matter, exclusive venue is the state or federal courts located in Utah, and you consent to personal jurisdiction there.

In any arbitration or court proceeding arising out of this Agreement, the prevailing party is entitled to recover its reasonable attorney fees and costs, to the extent permitted by law. This applies equally to both parties.

Contact

Questions about the affiliate program or this Agreement can go to affiliates@upgradeyou.life or through the contact page. To apply, visit the affiliate application.