Referral programme terms

The French text prevails.

1. Purpose

These terms govern the Upapu referral programme, operated by Rachid AIT SELLAMET (EI) ("Upapu", "we"). They supplement the terms of sale and do not replace them.

The programme allows an adult (the "affiliate") to recommend Upapu products and to be paid on sales actually collected from customers they brought in.

2. What the programme is not

• Signing up is free. No entry fee, no subscription and no product purchase is required to join or to be paid.
• No payment is due for a sign-up, neither the affiliate's own nor that of anyone they introduced.
• No level can be bought. The rank described in article 6 depends solely on sales made.
• No amount paid by an affiliate rewards another affiliate. A subscription, a purchase or any other payment by an affiliate produces no commission, bonus, reward, point, rank or advantage of any kind for another member.
• The programme is not employment, agency, partnership or franchise. The affiliate acts in their own name and bears their own costs.

3. Sign-up and eligibility

Signing up requires an Upapu account with a confirmed email address, a declaration of being at least 18 years old, and acceptance of these terms in the version then in force. That version is recorded together with the date of acceptance.

The affiliate chooses or receives a personal referral code. This code is public by design: it appears in the links they share.

An affiliate may sign up from any listed country. However, actual payment is only possible from the countries currently supported for payouts; the list is shown before sign-up and may change. An affiliate residing outside those countries may recommend and accrue commissions, but payment remains suspended until their country is opened. This limit is stated before any sign-up, at no cost and with no commitment.

4. Referral link and attribution

The referral link takes the form https://.../r/CODE. When it is opened, Upapu records the click (date, target page, a fingerprint of the IP address, never the address itself) for attribution and fraud prevention.

An attribution cookie lasting thirty days may be stored on the visitor's device. This cookie is not necessary for the site to work: it is stored only with the visitor's consent, collected through a notice shown at the time of the click. Refusing has no effect on browsing or on purchasing.

An order is attributed to an affiliate in the following order:

1. the code entered by the buyer at checkout, which takes precedence over everything else;
2. failing that, the last referral link clicked by that buyer within thirty days, if the attribution cookie was accepted.

The code offered at checkout is always visible and editable by the buyer. Without an accepted cookie, attribution relies on the entered code alone.

No commission is due where:

• the buyer is the affiliate themselves (personal purchase);
• the affiliate is suspended on the date of the order;
• the order is not collected, or is refunded in full.

5. Commission

The commission is calculated on the net amount excluding tax of the order line, after discount and after any refund.

The rate depends on the affiliate's rank on the date the customer's payment is confirmed: 30% at Starter rank, 35% at Confirmed rank, 40% at Expert rank. The total commission paid on a single sale may never exceed 50% of that base.

The sponsorship described in article 5a adds, on some sales, bonuses paid by Upapu to the seller's sponsor and grand-sponsor. It only applies from its activation date, announced in advance in the affiliate area; before that date, no sponsorship bonus is due.

Amounts are calculated in euros and rounded to the cent.

5a. Sponsorship

Sponsor, referred affiliate. The affiliate whose code was used when another affiliate signed up (the "referred affiliate") becomes that affiliate's sponsor. This link is recorded at sign-up and never changes afterwards. A sponsor's sponsor is the "grand-sponsor"; a referred affiliate's own referred affiliate is a "second-level affiliate". Sponsoring earns nothing in itself: only sales paid by customers produce bonuses.

Sponsor bonus. On each paid sale of a referred affiliate, Upapu pays the sponsor a bonus calculated on the same base as the commission (article 5): 10% during the first three months after the referred affiliate's first paid sale, 6% from the fourth to the sixth month, 4% from the seventh to the twelfth month. After twelve months, no bonus is due on that affiliate's sales. This period runs from the referred affiliate's first paid sale and never restarts.

Grand-sponsor bonus. On the same sales and during the same twelve months, Upapu pays the grand-sponsor a bonus of 3%. No bonus is due beyond the grand-sponsor.

Activation reward. When a referred affiliate's net sales excluding tax reach €500, Upapu pays the sponsor a one-time reward of €50. Purchases made by the sponsor from their referred affiliate are not counted. The reward is reversed if refunds bring those sales back below the threshold; it is then no longer due.

Activity condition. A bonus or reward is only due if its beneficiary has personally sold at least one paid product to a customer in the six months preceding the sale concerned. Otherwise, the corresponding share remains with Upapu: it is carried over neither to another member nor to a later date.

Exclusions. No bonus is due on a sale where the beneficiary is the buyer, nor to a suspended beneficiary.

The seller loses nothing. Bonuses are paid by Upapu: they never reduce the seller's commission. The total paid on a single sale remains capped at 50% of the base (article 5); if the cap is reached, the grand-sponsor bonus is reduced first, then the sponsor bonus.

Handling. Bonuses and rewards follow the rules of articles 7 (due date and payment) and 8 (refunds). The sponsor sees in their area the list of their referred affiliates, the date of each one's first paid sale, which starts the twelve-month period, and their bonuses, shown as monthly totals per referred affiliate. They never have access to the customer, the order, the date or the amount of a sale made by their referred affiliates; a monthly bonus total only gives an order of magnitude of that month's sales.

6. Rank

Rank is recalculated at each sale, over the last ninety days, from net sales excluding tax and the number of distinct customers:

These thresholds are experimental: they may be revised in the light of real data, through a new version of these terms. Rank is never acquired permanently: it follows actual activity.

7. Due date and payment

A commission becomes eligible for payment thirty calendar days after the customer's payment is confirmed. That period covers the time during which a refund or a chargeback remains likely; it is not reset by a payment request, by a technical rejection, or by signing in.

Upapu issues the transfer order no later than seven days after the eligibility date, that is thirty-seven days after confirmation of the customer's payment, provided the file is complete and there is no justified block. Upapu commits to the date the order is issued, not to the date the beneficiary's account is actually credited, which depends on banking times.

A payment request allows the date to be brought forward. Amounts that have fallen due are paid in a scheduled batch even without a request.

Before any payment, the affiliate provides their identity, address, date of birth and bank details, and supplies the supporting documents requested. These are reviewed manually. No payment is made against a file that is incomplete, unverified, or subject to a dispute or an ongoing check; the reason and the documents expected are shown in the affiliate area.

A change of bank details is confirmed by email and followed by a safety period during which no payment is made to the new account.

The balance shown in the affiliate area represents a claim on Upapu, not a bank account or a wallet. It can neither be transferred to another member nor funded by a deposit.

8. Refunds and corrections

Refunding an order gives rise to a proportional reversal of the corresponding commission, capped at the amount remaining on the original entry. A full refund cancels the commission.

Past entries are never deleted or modified: a correction takes the form of an offsetting entry, visible in the affiliate's history.

9. Affiliate obligations

The affiliate undertakes to:

• present the products accurately, in line with the product sheets, without promising any commercial result or earnings;
• state clearly that they receive a payment when recommending a product, in accordance with the rules applicable to advertising and commercial communications;
• send no unsolicited messages, not impersonate Upapu, and not buy advertising on the "Upapu" brand or close variants without written agreement;
• not create multiple accounts, not attribute their own purchases to themselves, and not use automated means to generate clicks or orders;
• not offer a discount, partial refund or other consideration funded out of their commission without written agreement.

10. Suspension and end of the programme

Upapu may suspend an affiliate for breach of the obligations in article 9, suspected fraud, or legal obligation. Suspension is reasoned and notified. It stops the attribution of new commissions; commissions already earned and undisputed remain payable.

The affiliate may leave the programme at any time. Commissions earned before leaving remain payable on the scheduled dates, subject to a complete payout file.

Upapu may end the programme with reasonable notice; commissions already earned remain payable.

11. Tax

Commissions are paid gross, with no withholding at source. It is for each affiliate to declare their income and, where applicable, to take the status required by a regular activity. Upapu provides no tax advice.

Upapu reports amounts paid to the tax authorities where regulations require it, and makes an annual statement available for each beneficiary.

12. Personal data

The processing of the affiliate's data — identity, address, bank details, supporting documents, clicks and commissions — is described in the privacy policy. Identity documents are stored encrypted, every access to them is logged, and their retention period is limited.

The affiliate never has access to the personal data of the customers they brought in.

13. Changes to these terms

Upapu may amend these terms. Each version is identified by a number. An amendment does not apply to commissions already calculated: those remain governed by the version in force on the date the customer's payment was confirmed. Unfavourable changes are announced before they take effect.

14. Governing law

These terms are governed by French law. They are written in French; any translation is provided for information and the French text prevails. Mediation and dispute resolution arrangements are set out in the terms of sale.