These are drafts
Distributor Agreement
Between the programme operator and each distributor. Krysos is not a party.
1
Who this is between
- This agreement is between [TBD — issuing entity and registration] (“the Company”), which operates the programme, and you (“Distributor”).
- The platform supplying the software is not a party to this agreement. It does not operate the programme, does not set the compensation plan, is not responsible for what the Company pays, and never holds your funds.
- You are an independent contractor — not an employee, agent, partner or franchisee. You have no authority to bind the Company and may not represent otherwise.
- You are responsible for your own expenses, your own taxes, and your own compliance with the law where you operate.
2
Who may be a distributor
- You must be at least 18 and have legal capacity to contract.
- You must complete identity verification before purchasing or earning anything.
- One position per verified person. This is enforced technically — a unique index on the verified identity — so a second position cannot be created rather than being detected later.
- Business entities may not hold a position. A position belongs to an individual.
- You may hold a position only if resident in a market the Company has opened. The list is published and may change; access may be refused or withdrawn.
3
What a package is, and what it is not
The clause the agreement turns on
A package is a purchase. It is not a deposit, not a loan to the Company, not a share, and not an investment product. The Company does not guarantee you will recover what you pay, and you may lose the entire amount.
Amounts released to you are denominated in USD and settled in the token at the market price on the day you claim. The number of tokens you receive therefore depends on a price that moves and can fall. A balance shown in USD is not a promise of a token quantity, and a token quantity is not a promise of value.
- Package terms are set out in the published compensation plan and may be varied for future purchases under clause 9.
- Credit released under a package may be used only to purchase further packages. It has no cash value and is not transferable.
- A package may be cancelled within [TBD — cooling-off period] of purchase for a full reversal. After that it cannot be cancelled and amounts already released are not recoverable by you.
- Your position is not transferable and may not be sold, assigned, pledged or gifted. [TBD — treatment on death or incapacity]
4
Commissions
- You may earn commissions in accordance with the published plan, and only while you meet its qualification requirements. Meeting a requirement in one period does not carry into the next.
- All commissions are capped. Total compensation for a period is limited to a share of that period's cash sales. If the calculated total exceeds the cap, every commission in that period is reduced in proportion. A percentage in the plan is a rule for dividing a bounded pool — it is not an amount you are owed.
- Purchases funded from programme credit earn commission but do not count toward the sales the cap is measured against, so the cap binds sooner as reinvestment grows.
- Commissions accrue in USD and settle in the token at the price when you claim, less a disclosed spread, subject to published daily limits and a circuit breaker.
- You are not entitled to commission on your own purchases.
- Commissions are calculated by the Company and posted after a two-person review. Where an error is identified it may be corrected in a later period.
5
Reversals and clawback
- If a purchase is refunded, reversed or found fraudulent, every commission derived from it is reversed — including commissions paid above you.
- A reversal also rewinds rank. Volume removed by a reversal is removed from the cumulative total, and any rank achieved on it — and any pool qualification derived from that rank — is revoked.
- Where a commission has already been claimed and converted, the Company may recover it from future commissions or as a debt.
- You will not be told which specific downline purchase caused a reversal where that would disclose another person's information.
6
Territory
- You may promote the programme and sponsor others only in markets the Company has opened. The current list forms part of this agreement.
- Promoting into a market that is not open is a material breach — whether or not anyone joins, and whether or not you were paid. In many countries the promotion is itself the offence.
- You may not assist anyone to circumvent a market restriction, including by using or recommending a VPN, using another person's identity or residence, or sponsoring through a third party.
7
Claims about income
- You may not make any claim about earnings that is not contained in the published Income Disclosure Statement.
- You must present that Statement with any presentation of the compensation plan, in the same medium, at a size and duration that can be read.
- The prohibited-claims schedule in the Policies and Procedures forms part of this agreement. A breach of it is a breach of this agreement.
- You are responsible for claims made by anyone presenting on your behalf or at your event.
8
Term, suspension and termination
- This agreement runs until terminated. You may terminate at any time in writing; termination does not entitle you to a refund of packages purchased.
- The Company may suspend your commissions, your ability to sponsor, or your access while it investigates a suspected breach. Suspension is not a finding.
- The Company may terminate immediately for a material breach, including breach of clauses 6 or 7, identity fraud, holding more than one position, or conduct exposing the Company or other distributors to legal risk.
- On termination, unpaid commissions [TBD — forfeited, paid, or held pending investigation]. Packages already purchased continue to release on their existing schedule [TBD — confirm].
- Your downline does not transfer to you on termination and is not your property at any time. Genealogy is a record of who introduced whom; it is not an asset.
9
Changes
- The Company may change the compensation plan, the package terms, the approved markets and these documents. Changes are published and take effect no sooner than [TBD — notice period] afterwards.
- Changes are prospective. A change does not alter the payout schedule of a package already purchased.
- Continuing to participate after a change takes effect is acceptance of it.
10
Data, taxes and general
- The Company processes your personal data to operate the programme, verify identity, calculate commissions and meet its legal obligations.
- Your sponsor and upline can see your rank, your volume and your position in the genealogy, because the plan cannot be operated otherwise. They cannot see your identity documents or personal contact details unless you provide them.
- You are responsible for your own taxes. The Company may deduct withholding where required, at the rate applicable when the commission is paid, and will provide a statement.
- Governing law: [TBD — jurisdiction]. Disputes: [TBD — forum, and whether arbitration].
- This agreement, the compensation plan, the Policies and Procedures and the Income Disclosure Statement are the entire agreement between you and the Company.