CHILLAB AMBASSADOR PROGRAM TERMS & CONDITIONS

THESE TERMS ARE A CONTRACT. PLEASE READ THEM CAREFULLY BEFORE PARTICIPATING. THIS CONTRACT INCLUDES A PERPETUAL LICENSE TO YOUR CONTENT, A LIMITATION OF CHILLAB'S LIABILITY, BINDING ARBITRATION OF DISPUTES, A WAIVER OF YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION, AND A WAIVER OF YOUR RIGHT TO A TRIAL BY JURY.

These CHILLAB Ambassador Program Terms & Conditions ("Terms") govern your participation in the CHILLAB Ambassador Program ("Program"). Please read these Terms carefully before applying or participating. By applying to or participating in the Program, you agree to be bound by these Terms, including the rules regarding eligibility, commission eligibility, content requirements, intellectual property usage, payment processing, and program termination.

1. Overview

The CHILLAB Ambassador Program is offered by CHILLAB ("CHILLAB," "we," "us," or "our"). The Program gives eligible creators, influencers, and brand supporters (each a "Participant" or "you") the opportunity to promote CHILLAB products and potentially earn commissions, receive complimentary products, or receive other program benefits (collectively, "Incentives").

In these Terms, "CHILLAB Parties" means CHILLAB and its affiliates, subsidiaries, successors, assigns, officers, directors, employees, agents, representatives, licensees, service providers, and partners.

The Program may be administered through UpPromote: Affiliate Marketing and other service providers selected by CHILLAB. Referral links, tracking, and commission reporting may be managed through UpPromote: Affiliate Marketing. Payments, if applicable, may be reviewed and issued manually by CHILLAB through a payment method selected by CHILLAB.

By applying to or participating in the Program, you acknowledge and agree that your participation may also be subject to the terms, privacy policy, and technical requirements of UpPromote, Shopify, payment processors, and any other third-party services used to operate the Program.

2. Eligibility

To participate in the Program, you must:

• Be at least 18 years old and the age of majority in your jurisdiction of residence.

• Have at least 1,000 genuine followers on at least one active social media account, such as TikTok, Instagram, YouTube, or another platform approved by CHILLAB ("Social Account").

• Own and operate the Social Account submitted in your application.

• Create content that aligns with CHILLAB's brand image, product categories, and community standards.

• Comply with all applicable laws, platform policies, advertising disclosure rules, and these Terms.

• Not be the subject of any economic or trade sanctions administered by any governmental authority, and be legally permitted, under applicable law, to receive payments from CHILLAB and its payment provider(s).

Meeting the minimum eligibility requirements does not guarantee acceptance into the Program. CHILLAB reserves the right to approve or reject any application at its sole discretion.

Corporate entities, agencies, or accounts that do not represent an authentic individual creator may be rejected unless otherwise approved by CHILLAB in writing.

The Program is open to Participants worldwide, except where prohibited by applicable law. CHILLAB reserves the right to decline or discontinue any Participant's participation where required to comply with applicable sanctions, export control, or anti-money laundering laws.

3. How to Apply

To apply for the Program, applicants must complete the application form provided by CHILLAB, including all required information. Your application will not be considered complete, and you will not be admitted to the Program, unless you have affirmatively indicated your acceptance of these Terms (for example, by checking an "I agree" box) as part of the application process.

If your application is approved, you may receive access to an ambassador account, approved referral link, tracking link, or other tools provided through UpPromote: Affiliate Marketing or another platform used by CHILLAB.

By applying, you agree to receive Program-related communications from CHILLAB, including but not limited to application updates, campaign information, commission updates, product collaboration opportunities, and program policy notices.

4. Program Activities

Participants may promote CHILLAB products through approved social media channels, including but not limited to:

• Product reviews

• Makeup or skincare routines

• Beauty tutorials

• Before-and-after content, where accurate and compliant

• Unboxing content

• Product recommendation posts

• Short-form videos

• Social media stories

• Other content formats approved by CHILLAB

Participants are responsible for ensuring that all content is accurate, original, lawful, and compliant with applicable advertising disclosure rules.

5. Commissions and Incentives

Participants may be eligible to earn commissions on qualifying purchases generated through their approved referral link provided by CHILLAB through UpPromote: Affiliate Marketing.

Activities or purchases occurring prior to your enrollment in the Program do not qualify for Incentives under these Terms.

The standard commission rate displayed on the Program page may be 10% sales commission. However, CHILLAB reserves the right to adjust commission rates based on campaign type, product category, creator tier, performance, partnership fit, special promotions, or other business considerations.

Any updated commission rate, special campaign commission, bonus incentive, or tiered commission opportunity may be communicated separately by CHILLAB and may be subject to additional terms.

CHILLAB may also provide other Incentives, including but not limited to:

• Complimentary products

• Early access to new launches

• Bonus rewards

• Campaign-specific incentives

• Tiered commission opportunities

All Incentives are subject to availability, eligibility, campaign needs, and CHILLAB's approval.

6. Commission Calculation

Commissions are earned on qualifying purchases completed via your unique referral link provided by CHILLAB. Purchases that are not properly tracked through your approved referral link are not eligible for commission, even if the customer was referred by you through other means.

Commissions are generally calculated based on net sales, unless otherwise stated. "Net Sales" means the amount actually received by CHILLAB from eligible products after discounts are applied, excluding returns, refunds, cancellations, taxes, shipping fees, duties, handling fees, transaction fees, chargebacks, and any other non-product charges.

You are not eligible to earn commissions on:

• Your own purchases

• Fraudulent or suspicious orders

• Cancelled orders

• Returned or refunded orders

• Orders placed using unauthorized promotion methods

• Orders generated in violation of these Terms

• Orders that cannot be properly tracked by the Program platform

CHILLAB reserves the right to review, adjust, withhold, or cancel commissions if an order is deemed invalid, fraudulent, refunded, cancelled, or in violation of these Terms.

7. Cookie Window and Tracking

Referral tracking is managed through UpPromote: Affiliate Marketing.

The applicable cookie window is 30 days. To qualify for commission, a customer must complete a qualifying purchase through your approved referral link within 30 days of clicking your referral link, subject to the tracking and attribution rules of the Program platform.

If a customer clicks multiple ambassador referral links, attribution may be determined according to the tracking and attribution rules of the UpPromote platform.

CHILLAB is not responsible for commissions that cannot be tracked due to browser settings, ad blockers, customer behavior, platform errors, incorrect links, expired cookies, or other technical limitations.

8. Earning Date and Payment Schedule

Commissions and other Incentives are considered pending when initially tracked and are not considered earned or payable until they are reviewed and confirmed by CHILLAB.

Sales Calculation Period: Commissions are calculated on a monthly basis. Each monthly cycle closes at 11:59 PM Eastern Time (ET) on the last day of the calendar month. Sales orders generated after this cutoff will be counted toward the following month's commission cycle.

Commission Review Period: All commissions are subject to a 30-day review period following the close of the applicable monthly sales cycle. CHILLAB may extend this review period by up to an additional 15 days (for a maximum total review period of 45 days) where an order is returned, refunded, cancelled, disputed, flagged for fraud review, or otherwise requires additional verification. This review period is used to account for returns, refunds, cancellations, chargebacks, fraud review, order verification, and any other necessary adjustments. Commissions related to returned, refunded, cancelled, fraudulent, suspicious, or invalid orders may be adjusted, withheld, cancelled, or reversed at CHILLAB's discretion.

If your participation in the Program is suspended or terminated for any reason before a commission has completed the applicable review period and been confirmed by CHILLAB as earned, that commission is deemed not earned and will not be paid, even if the underlying purchase occurred before the effective date of suspension or termination.

Commission Payment: Following the expiration of the applicable review period, eligible commissions will be reviewed and issued during the first business week of the immediately following calendar month. Payments will be made via PayPal, unless otherwise communicated by CHILLAB in writing.

Participants are responsible for maintaining an active and accurate PayPal account. CHILLAB is not responsible for delayed, failed, rejected, or inaccessible payments caused by incorrect or inactive PayPal information, failure to complete required verification, or any other issue outside CHILLAB's reasonable control. Once CHILLAB has submitted payment to PayPal in accordance with the payment information on file, CHILLAB's payment obligation is fully satisfied, and CHILLAB is not responsible for any delay, loss, or failure occurring on PayPal's platform thereafter, including due to PayPal system outages, account restrictions, or unauthorized access to a Participant's PayPal account.

CHILLAB may establish or modify minimum payout thresholds, payment methods, payment timing, or payment requirements at any time. Participants may be required to provide accurate payment information, tax information, identity verification, or other information required by CHILLAB or its payment provider.

If a commission is later determined to be invalid after payment has been issued, CHILLAB reserves the right to deduct, offset, or adjust the amount from future commissions or request repayment where permitted by applicable law.

9. Complimentary Products and Gifting

Complimentary products may be provided for approved collaborations at CHILLAB's discretion. Receiving complimentary products is not guaranteed by acceptance into the Program.

Product gifting may depend on factors such as:

• Brand fit

• Content quality

• Audience engagement

• Campaign needs

• Product availability

• Shipping location

• Past performance

• Collaboration type

If selected for a product collaboration, a CHILLAB team member or designated program manager may contact you to confirm shipping details and coordinate the product package.

Participants are responsible for creating honest, accurate, and compliant content based on their genuine experience with any products received.

You are solely responsible for any costs you incur in creating Content, including products, props, or materials not provided by CHILLAB, and any related travel expenses, unless otherwise agreed by CHILLAB in writing.

You acknowledge that skincare and cosmetic products may not be suitable for all skin types or conditions, and that you are solely responsible for reviewing product ingredients and determining whether a product is appropriate for your use. You use any product provided through the Program at your own risk, and CHILLAB is not responsible for any allergic reaction, skin irritation, or other adverse effect resulting from your use of the product, except to the extent caused by CHILLAB's gross negligence or willful misconduct.

10. Participant Responsibilities

By participating in the Program, you agree to:

• Represent CHILLAB in a positive and professional manner.

• Share only honest opinions, findings, beliefs, and experiences.

• Clearly disclose your relationship with CHILLAB when posting Program-related content.

• Follow all applicable advertising disclosure laws and platform rules.

• Use only original content or content you have the legal right to use.

• Avoid making false, misleading, exaggerated, or unapproved claims about CHILLAB products.

• Not include any price, discount, or specific promotional information for CHILLAB products in your content unless expressly provided and approved by CHILLAB in writing for a specific campaign.

• Avoid misrepresenting your identity, follower count, engagement, content performance, or relationship with CHILLAB.

• Keep your referral link, account login, and payment information secure.

• Notify CHILLAB if you believe your account or referral link has been misused.

You are solely responsible for all activity that occurs through your Program account and referral link, whether or not authorized by you.

11. Content and Compliance Requirements

All Program-related content must:

• Be original or properly authorized

• Reflect your genuine experience

• Be accurate and not misleading

• Comply with applicable laws and platform policies

• Include required advertising disclosures

• Avoid false claims about product performance or results

• Avoid defamatory, offensive, hateful, discriminatory, obscene, or unlawful content

• Avoid promoting unsafe, illegal, or inappropriate activities

• Not reference or depict alcohol, illegal drugs, tobacco, weapons, or unsafe or dangerous activities

• Avoid displaying confidential CHILLAB information

• Not disclose another person's address, phone number, email address, financial information, or other information that could be used to identify, locate, contact, or impersonate that individual

• Not impersonate any person or entity, including CHILLAB or its employees or representatives

• Not reference or use the name, image, or likeness of any celebrity or public figure without that person's permission and CHILLAB's prior written approval

• Avoid showing or referencing competing brands in a way that creates confusion or violates campaign instructions

• Avoid using artificial engagement, fake followers, bots, misleading metrics, or deceptive traffic sources

Participants may not state or imply that CHILLAB products can diagnose, treat, cure, or prevent any disease or medical condition.

Participants should not make claims about product results unless such claims are truthful, supported by their real experience, and legally compliant.

Content must not be generated or materially altered through the use of artificial intelligence (AI) or other synthetic-generation or post-production techniques (including AI-generated imagery, AI avatars, face or voice synthesis, or heavy filtering) in any manner that could misrepresent (i) that you are a real, bona fide user of the CHILLAB product, (ii) your actual appearance or experience, or (iii) the performance, results, or effects a consumer can expect from a CHILLAB product. Ordinary, clearly cosmetic editing (such as color correction or cropping) that does not mislead consumers is permitted. This restriction applies to Content created by you; it does not restrict CHILLAB's own use of artificial intelligence in its own brand and marketing materials.

The requirements in this Section relating to artificial intelligence, hate speech, discrimination, harassment, sexually explicit or obscene content, illegal or unsafe activity, and impersonation apply to all content on your Social Account, whether or not related to the Program.

To the extent there is any conflict between these Terms, CHILLAB's campaign or brand guidelines, and the terms of use or policies of any platform on which you post Content, the strictest applicable requirement will govern.

12. Disclosure Requirements

Participants must clearly and conspicuously disclose their relationship with CHILLAB in all Program-related content, including when they receive free products, commissions, payment, or any other benefit.

Placement. The disclosure must appear at the very beginning of your caption or post — before a viewer needs to click "more" to see it — and must not be buried among other hashtags. Acceptable hashtags include #ad, #sponsored, #CHILLABPartner, or #CHILLABAmbassador. Abbreviations such as #sp or #spon are not sufficient disclosures. A vague statement such as "thanks CHILLAB!" is not sufficient.

Video Content. For video content, you must include a disclosure that is both visually displayed on screen and spoken aloud at the beginning of the video, in addition to a disclosure in the caption or description. For videos longer than 3 minutes, the disclosure should also be repeated periodically (for example, every few minutes) and whenever there is a direct call to action to purchase. If a video is likely to be viewed without sound (such as on autoplay or in Stories), the on-screen visual disclosure is required regardless of whether an audio disclosure is also present.

Platform Tools. Built-in platform disclosure features (such as a platform's "Paid Partnership" label) may be used in addition to, but do not replace, the disclosures required under this Section.

Reposting and Syndication. If your content is reposted, shared, or syndicated to another platform or account, the required disclosure must travel with it and remain clearly visible on each platform where the content appears.

13. Prohibited Activities

Participants may not:

• Share referral links on coupon websites, deal websites, browser-extension platforms, or other third-party promotional websites.

• Bid on CHILLAB brand terms, trademarks, misspellings, or related keywords in paid search or paid social advertising without written permission.

• Use misleading ads, unauthorized paid media, spam, bulk messaging, or deceptive traffic methods.

• Purchase followers, likes, comments, clicks, orders, or engagement.

• Use bots, fake accounts, automated tools, or fraudulent methods to generate traffic or sales.

• Make purchases through their own referral link to earn commission.

• Misrepresent product availability, price, discount, popularity, scarcity, or demand.

• Create false urgency, such as claiming limited stock or high demand without approval.

• Make unauthorized medical, therapeutic, or guaranteed-result claims.

• Use CHILLAB trademarks, logos, product images, copyrighted materials, or brand assets outside approved Program activities.

• Register domain names, social handles, ads, or accounts that include or imitate CHILLAB trademarks without written permission.

• Damage, disparage, or misrepresent CHILLAB, its products, customers, employees, partners, or competitors.

Violation of these rules may result in commission forfeiture, suspension, removal from the Program, and/or other action deemed appropriate by CHILLAB.

14. Intellectual Property and Brand Assets

CHILLAB owns all right, title, and interest in its trademarks, logos, brand names, product names, images, designs, packaging, website content, and other intellectual property, including all copyright, trademark, patent, trade secret, and other proprietary rights, regardless of the jurisdiction in which such rights arise.

Participants may use CHILLAB-provided brand assets only for approved Program-related purposes and only in accordance with CHILLAB's instructions.

Participation in the Program does not grant you ownership of or any permanent rights to CHILLAB intellectual property.

15. License to Participant Content

By posting, submitting, or otherwise creating any content in connection with the Program ("Content"), you grant the CHILLAB Parties a worldwide, non-exclusive, royalty-free, fully paid-up, perpetual, and irrevocable license to use, host, store, reproduce, copy, edit, modify, remix, adapt, translate, crop, caption, create derivative works from, publish, display, perform, broadcast, distribute, sublicense, and otherwise exploit the Content, in whole or in part, in any format and through any media now known or later developed, for any marketing, advertising, promotional, commercial, or other business purpose whatsoever, without further notice to or consent from you and without any additional compensation payable to you except as otherwise expressly agreed in writing.

This license expressly includes, without limitation, the right to:

(a) repost, share, and feature the Content on CHILLAB's own social media accounts, website, email marketing, packaging, and other owned channels;

(b) edit, cut, remix, combine with other content, add or remove audio, text, or graphics, and otherwise modify the Content for any purpose;

(c) use the Content in paid advertising and promotional placements across any platform, including but not limited to TikTok Spark Ads, Meta Partnership Ads, and any other paid media or "whitelisting" mechanism, subject to any additional authorization required directly on the relevant platform (such as a TikTok Spark Code or Meta partnership ads authorization), which you agree to provide upon CHILLAB's reasonable request where you have separately agreed to the specific paid placement; and

(d) use your name, social media handle(s), image, likeness, voice, and other indicia of persona (collectively, "Persona") in connection with any of the foregoing.

License Term. This license is perpetual and irrevocable and survives the termination or expiration of your participation in the Program for any reason. Termination of your participation does not terminate, limit, reduce, or otherwise affect this license, and the CHILLAB Parties are under no obligation to remove, de-list, delete, or discontinue use of any Content or Persona following such termination, regardless of the reason for termination. This license applies to all Content posted in connection with the Program, whether before, on, or after the effective date of these Terms.

Moral Rights and Third-Party Consents. You irrevocably waive, and agree not to assert, any and all moral rights, authors' rights, or similar rights you may have in the Content, to the maximum extent permitted by applicable law, in favor of the CHILLAB Parties. Where any other individual appears in or contributed to the Content, you represent that you have obtained from that individual a written waiver of all such moral or authors' rights and a release permitting the uses of the Content and their persona contemplated by these Terms.

CHILLAB has no obligation to notify you, seek your approval, or provide additional compensation for any use of Content, except as separately agreed in writing.

16. Representations and Warranties

You represent, warrant, and covenant to CHILLAB that, at all times during your participation in the Program:

(a) you are the sole creator and owner of all Content, or otherwise have all rights, licenses, consents, and permissions necessary to create, use, and grant the licenses to the Content set out in these Terms;

(b) you have the full right, power, and authority to enter into and perform these Terms, and your participation does not and will not breach any other agreement or obligation by which you are bound;

(c) the Content, and CHILLAB's use of it as permitted under these Terms, does not and will not infringe, misappropriate, or violate any copyright, trademark, patent, trade secret, right of privacy, right of publicity, or other intellectual property or personal right of any third party, and does not and will not violate any applicable law, regulation, or platform policy, including the FTC Endorsement Guides;

(d) all statements, opinions, and experiences reflected in the Content are truthful and reflect your genuine, bona fide use of and experience with the CHILLAB products at the time the endorsement is made;

(e) where any other individual appears in or contributed to the Content, you have obtained all necessary written consents, releases, and waivers (including the moral rights waivers described in Section 15) sufficient to grant the rights set out in these Terms;

(f) any music, audio, or other third-party material used in the Content is properly and validly licensed for commercial and advertising use; and

(g) the Content does not defame, or place in a false light, any third party, brand, or business.

Where a minor (any individual under the age of 18, or the age of majority in their jurisdiction, whichever is greater) appears in the Content, you represent that you have obtained the written consent of that minor's parent or legal guardian to the depiction and to the uses of the Content set out in these Terms, and you will provide such written consent to CHILLAB upon request. Content must not otherwise feature any minor without such consent.

You agree to provide CHILLAB, promptly upon request, with written proof of any of the rights, consents, releases, or permissions referenced above. Failure or inability to provide such proof may result in removal of the relevant Content, suspension or termination of your participation, and/or forfeiture of related Incentives.

17. Confidentiality

You may receive non-public information from CHILLAB, including campaign plans, product launch details, pricing information, performance data, customer information, or other business information ("Confidential Information"). You agree not to disclose or use Confidential Information for any purpose other than your participation in the Program.

This obligation does not apply to information that (a) is or becomes publicly available through no fault of yours, (b) you already lawfully knew before receiving it from CHILLAB, or (c) you lawfully receive from a third party without an obligation of confidentiality. If you are required by law, subpoena, or court order to disclose Confidential Information, you must, to the extent legally permitted, notify CHILLAB before disclosure so that CHILLAB has a reasonable opportunity to seek protection against such disclosure.

This Section survives the termination or expiration of your participation in the Program.

18. Program Changes, Suspension, and Termination

Participants agree to abide by CHILLAB's decisions regarding the Program and their participation in it. CHILLAB shall be the sole arbiter of whether a Participant has violated these Terms, and any such determination made by CHILLAB in good faith shall be final.

CHILLAB reserves the right to modify, suspend, or terminate the Program, these Terms, commission rates, eligibility criteria, Incentives, payment schedules, or any Program feature at any time. Updated Terms will take effect upon posting to CHILLAB's website or Program page, and your continued participation in the Program after the effective date constitutes your acceptance of the updated Terms.

CHILLAB may suspend or terminate your participation in the Program, withhold commissions, cancel Incentives, or remove you from the Program if CHILLAB determines that you:

• Violated these Terms

• Violated applicable law or platform rules

• Generated fraudulent, invalid, or suspicious activity

• Misrepresented your identity, account, audience, or content

• Posted content that harms or may harm CHILLAB's reputation

• Failed to comply with disclosure or content requirements

• Became inactive (generated no qualifying sales through the Program for six (6) consecutive months) or no longer met Program requirements. Participants removed for inactivity may reapply to the Program at any time.

If your participation is terminated or suspended, you may lose access to your referral link, ambassador account, pending commissions, pending Incentives, and future Program benefits, subject to CHILLAB's review and applicable law. CHILLAB may withhold, cancel, or adjust commissions related to invalid, fraudulent, refunded, cancelled, or non-compliant orders.

19. Independent Contractor

Participation in the Program does not create an employment, agency, partnership, joint venture, franchise, or representative relationship between you and CHILLAB.

You are an independent contractor and have no authority to make commitments, promises, representations, warranties, or agreements on behalf of CHILLAB.

20. Taxes

You are solely and fully responsible for determining, reporting, and paying any and all taxes, duties, levies, withholdings, or other governmental charges that may apply, under the laws of your country of residence or any other applicable jurisdiction, to any commissions, complimentary products, or other Incentives you receive through the Program. This obligation applies to you regardless of your country of residence or citizenship, and is not affected by whether CHILLAB or its payment provider issues, or is required to issue, any tax reporting document to you or to any tax authority.

Complimentary products and other non-cash Incentives may constitute taxable income under the laws applicable to you. CHILLAB makes no representation as to whether, or to what extent, any Incentive is taxable in your jurisdiction.

CHILLAB or its payment provider may, where required by applicable law, request tax information, identification, or documentation from you, and may withhold, delay, or decline to issue payment if you fail to timely provide such information upon request.

CHILLAB does not provide tax advice. You are solely responsible for determining your own tax obligations and are strongly encouraged to consult a qualified tax professional in your jurisdiction regarding your individual situation.

21. Limitation of Liability

To the maximum extent permitted by applicable law, the CHILLAB Parties are not responsible for indirect, incidental, consequential, special, punitive, or exemplary damages arising out of or related to your participation in the Program.

The Program and all benefits are provided "as is" and "as available." CHILLAB does not guarantee uninterrupted access to the Program, error-free tracking, specific earnings, product availability, campaign opportunities, approval, or continued participation. CHILLAB expressly disclaims all implied warranties, including but not limited to the implied warranties of merchantability and fitness for a particular purpose.

To the maximum extent permitted by applicable law, the total aggregate liability of the CHILLAB Parties for any and all claims arising out of or relating to your participation in the Program or these Terms, whether in contract, tort, or otherwise, shall not exceed five U.S. dollars (US$5.00). This limitation does not apply to, and does not limit, liability for personal injury or tangible property damage caused by the CHILLAB Parties' gross negligence, fraud, or willful misconduct, and does not limit either party's right to recover attorneys' fees or costs where recoverable under applicable law.

Your sole remedy for any dissatisfaction with the Program is to discontinue your participation.

To the maximum extent permitted by applicable law, each Participant releases and forever discharges the CHILLAB Parties from any and all claims, demands, and causes of action of any kind, whether known or unknown, suspected or unsuspected, arising out of or relating to the Program or these Terms, and expressly waives the benefit of any law or statute that would otherwise preserve unknown claims from the scope of a general release.

22. Indemnification

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless the CHILLAB Parties from any claims, damages, losses, liabilities, costs, or expenses arising out of or related to:

• Your participation in the Program

• Your content or materials

• Your breach of these Terms

• Your violation of applicable law or platform rules

• Your misuse of CHILLAB products, brand assets, links, or confidential information

• Your fraud, negligence, or misconduct

The CHILLAB Parties may assume the exclusive defense and control of any matter otherwise subject to indemnification under this Section, and you agree to cooperate as reasonably requested in connection therewith. You will not settle, compromise, or otherwise resolve any such claim without the prior written consent of CHILLAB. This Section survives the termination or expiration of your participation in the Program.

23. Governing Law and Dispute Resolution

These Terms, and any dispute, controversy, or claim arising out of or relating to these Terms, the Program, or the breach, termination, or validity thereof (a "Dispute"), shall be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region of the People's Republic of China, without regard to conflict of law principles.

Arbitration. Except as otherwise provided below, any Dispute shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) in accordance with the HKIAC Administered Arbitration Rules in force at the time of the arbitration. The seat of arbitration shall be Hong Kong. The arbitration shall be conducted before a sole arbitrator. The language of the arbitration shall be English.

Small Claims. Either party may instead bring an individual claim in small claims court, consistent with that court's jurisdictional and monetary limits, in lieu of arbitration, so long as the claim remains in small claims court and is not removed or appealed to a court of general jurisdiction.

Individual Basis; Class Action Waiver; Jury Trial Waiver. All Disputes shall be resolved solely on an individual basis. To the maximum extent permitted by applicable law, each Participant waives any right to bring, join, or participate in any class action, collective action, consolidated action, or representative proceeding of any kind in connection with the Program or these Terms, whether in arbitration, in court, or otherwise. The arbitrator may award relief only in favor of the individual Participant and only to the extent necessary to resolve that Participant's individual Dispute. Each Participant and CHILLAB waive any right to a trial by jury with respect to any Dispute.

Fallback. If the agreement to arbitrate before the HKIAC set out above is held to be unenforceable, void, or inapplicable as to any Participant or any Dispute by a court or other tribunal of competent jurisdiction, then that Dispute shall nonetheless be resolved by final and binding arbitration on an individual basis under the rules of an established arbitration provider in the Participant's country of residence, before a single arbitrator, and the class action and representative-proceeding waiver set out above shall continue to apply to the fullest extent permitted by applicable law. Only if such individual arbitration is itself held unenforceable shall the Dispute proceed in a court of competent jurisdiction, and in that event solely on an individual basis. Where the Fallback arbitration described in this paragraph applies to fifty (50) or more substantially similar Disputes filed within an approximately thirty-day period, the parties agree to work in good faith with the applicable arbitration provider to resolve such Disputes on a consolidated or batch basis to the extent permitted by that provider's rules.

Equitable Relief. Notwithstanding the foregoing, CHILLAB may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent actual or threatened irreparable harm, including but not limited to unauthorized use of intellectual property or breach of confidentiality obligations, without waiving any other provision of this Section.

Participants acknowledge and agree that they voluntarily submit to the governing law and dispute resolution procedures set out in this Section as a condition of participation in the Program.

24. Miscellaneous

Assignment. CHILLAB may assign, transfer, delegate, or otherwise dispose of these Terms, or any of its rights or obligations under them, in whole or in part, at any time and without notice to or consent from you, including in connection with any merger, acquisition, reorganization, restructuring, sale of assets, or transfer to or among any of CHILLAB's affiliates, successors, or related entities. You may not assign or transfer these Terms or any of your rights or obligations under them without CHILLAB's prior written consent, and any attempted assignment in violation of this Section is void. These Terms bind and benefit the parties and their permitted successors and assigns.

Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable, that provision shall be construed, to the extent possible, to reflect the parties' original intent, and the remaining provisions shall continue in full force and effect.

No Waiver. CHILLAB's failure to exercise or enforce any right or provision of these Terms does not constitute a waiver of that right or provision, and no waiver will be effective unless made in writing and signed by an authorized representative of CHILLAB.

Interpretation. Headings in these Terms are for convenience only and do not affect their interpretation. These Terms will not be construed against CHILLAB merely because CHILLAB drafted them.

Notices. Any formal notice to CHILLAB under these Terms must be sent to collabs@chillab.net. Any notice to a Participant may be sent to the email address associated with their Program account and is deemed received when sent.

25. Privacy

By applying to or participating in the Program, you acknowledge that CHILLAB and its service providers may collect, use, process, and share your personal information as necessary to operate the Program, review applications, track referrals, process commissions, communicate with you, prevent fraud, and comply with legal obligations.

Your information may also be processed by UpPromote, Shopify, payment processors, and other service providers used to administer the Program.

For more information, please review CHILLAB's Privacy Policy: https://chillab.net/policies/privacy-policy

26. Entire Agreement

These Terms, together with any Program guidelines, campaign instructions, privacy notices, platform terms, or additional written agreements provided by CHILLAB, constitute the entire agreement between you and CHILLAB regarding the Program. Both parties acknowledge that they have not been induced to enter into these Terms by any representation, promise, or statement not expressly set out in these Terms.

If there is any conflict between these Terms and campaign-specific instructions, CHILLAB may determine which terms apply unless otherwise required by law.

27. Contact Us

Questions about the Program should be directed to: CHILLAB Ambassador Program Team Email: collabs@chillab.net

Exhibit A: Influencer Guidelines

1. Disclosure of Relationship

If you receive commissions, free products, payment, special access, or any other benefit from CHILLAB, you must clearly disclose your relationship with CHILLAB whenever you post about CHILLAB or its products.

• Place your disclosure at the very beginning of your caption — not buried after other hashtags, and not hidden behind a "see more" click.

• Use #ad, #sponsored, #CHILLABPartner, or #CHILLABAmbassador. Do not abbreviate (#sp and #spon are not acceptable), and do not rely on vague phrases like "thanks CHILLAB!"

• For videos, disclose both on-screen (visually) and out loud at the start of the video, in addition to your caption. If your video may be watched without sound, make sure the on-screen disclosure is clear and readable on its own.

• Don't rely only on a platform's built-in "Paid Partnership" label — add your own disclosure as described above.

• If you repost or share your content to another platform, keep the disclosure attached to it there too.

2. Honest Reviews

Your content must reflect your honest opinions, findings, beliefs, and experiences. Do not make claims that are false, misleading, exaggerated, or unsupported. If you have not used a product, do not imply that you have.

3. Product Claims

Do not make medical, therapeutic, guaranteed-result, or exaggerated product claims. Avoid statements that imply CHILLAB products can diagnose, treat, cure, or prevent any disease or medical condition. For beauty, skincare, and makeup products, personal experience statements should be truthful and not presented as guaranteed results for everyone.

4. Content Standards

Your content must not include:

• Hate speech

• Discrimination

• Harassment

• Sexually explicit content

• Obscene or vulgar content

• Illegal activity

• Unsafe activity

• Alcohol, illegal drugs, tobacco, weapons, or dangerous activities

• False scarcity or false urgency

• Any price, discount, or promotional information for CHILLAB products (see Section 10 of the Terms)

• Confidential CHILLAB information

• Another person's address, phone number, email, or other identifying or contact information

• Impersonation of any person or entity, including CHILLAB

• References to celebrities or public figures without their permission and CHILLAB's approval

• Unauthorized third-party copyrighted materials

• Unauthorized music, images, videos, or celebrity references

• Content generated or materially altered by artificial intelligence in a manner that misrepresents your genuine use of, or experience with, a CHILLAB product (see Section 11 of the Terms)

The requirements above relating to AI, hate speech, discrimination, harassment, sexually explicit content, illegal or unsafe activity, and impersonation apply to your entire Social Account, not just Program-related content.

5. Platform Compliance

You must follow all applicable rules and policies of the platforms where you post, including TikTok, Instagram, YouTube, Facebook, or any other applicable platform. You are responsible for understanding and complying with the rules that apply to your content.

6. Third-Party Rights

You must have permission to use any music, images, video, names, likenesses, or materials that appear in your content, and any such use must be properly licensed for commercial and advertising purposes. If other people appear in your content, you are responsible for obtaining any necessary permissions, releases, and waivers as described in Sections 15 and 16 of the Terms, including parental or guardian consent where a minor appears in the content.

7. Prohibited Promotional Methods

You may not:

• Post your referral link on coupon or deal websites

• Use unauthorized paid ads

• Bid on CHILLAB brand keywords

• Use spam, bulk messaging, fake accounts, bots, or artificial engagement

• Display product prices or discounts in your content

• Mislead consumers about product availability, results, or popularity

8. CHILLAB Review Rights

CHILLAB may request that you edit, remove, or stop using any content that violates these Terms, Program guidelines, applicable law, platform rules, or CHILLAB brand standards.

Exhibit B: Program Details

Current Incentives

Current Program benefits may include:

• 10% Sales Commission — Participants may earn commission on qualifying purchases generated through their approved referral link provided through UpPromote: Affiliate Marketing.

• Tiered Commission Opportunities — CHILLAB may offer higher commission rates to selected Participants based on performance, content quality, brand alignment, or partnership needs.

• Early Access to New Launches — Selected Participants may receive early access to new CHILLAB product launches or campaign opportunities.

• Product Seeding — Complimentary products may be provided for approved collaborations at CHILLAB's discretion. Product gifting is not guaranteed.

• Bonus Incentives — CHILLAB may offer bonus rewards, special campaigns, or limited-time incentives. These may vary by Participant and may be subject to additional terms.

Eligible Merchandise

"Eligible Merchandise" means in-stock CHILLAB products available for purchase through CHILLAB's official website or approved sales channel, excluding gift cards, shipping fees, taxes, duties, returns, refunds, cancelled orders, promotional samples, or any products or orders excluded by CHILLAB.

Tracking Platform

Referral links, sales tracking, and commission reporting are currently managed through UpPromote: Affiliate Marketing or another platform selected by CHILLAB.

Cookie Window

The applicable cookie window is: 30 Days.

Commission Review Period

The commission review period is 30 days following the close of the applicable monthly sales cycle, which CHILLAB may extend by up to an additional 15 days (for a maximum total of 45 days) if an order is returned, refunded, cancelled, disputed, flagged for fraud review, or otherwise requires additional verification.

Payment Platform

Payments are issued via PayPal. Participants are responsible for maintaining a valid and active PayPal account in order to receive payment.

Payment Schedule

Commissions are calculated on a monthly basis, with each cycle closing at 11:59 PM Eastern Time (ET) on the last day of the calendar month. Following the applicable review period, eligible commissions will be issued during the first business week of the immediately following calendar month, subject to commission approval, accurate payment information, and any applicable verification requirements.

Program Territory

The Program is open to Participants worldwide, subject to the eligibility requirements set out in Section 2. CHILLAB may restrict, suspend, or modify Program availability in any country or region at any time, including where required for legal, tax, payment, or operational reasons.