This Independent Freelance Sales Associate Agreement (“Agreement”) is entered into between:
Nutrix
Europe/EMEA
Dean Kolar
Milovska 436
198 00 Prague, Czech Republic
ID: 04600762
(“Company”)
and
Business Associate: ______________________________
Address: __________________________________________
Email: _____________________________________________
(“Associate”)
The Company and the Associate are collectively referred to as the “Parties”.
The Associate provides services as an independent freelance business associate / independent contractor and not as an employee, agent, partner or legal representative of the Company.
This Agreement does not create an employment relationship, partnership, joint venture or entitlement to employee benefits, paid leave, salary, insurance, pension contributions or other employment benefits.
The Associate is responsible for organising, planning and performing their work independently, including determining their working hours, calling schedule, sales strategy, methods and work location.
The role is 100% remote and independent freelance work.
The Associate has been expressly informed that the Company does not provide visa sponsorship, immigration paperwork, work permits or relocation assistance. The Associate is solely responsible for having the legal right to perform freelance services from their chosen location and for complying with applicable tax and business-registration requirements.
The Associate will independently perform sales and business-development activities for the Company’s products and services, primarily:
The primary target clients include sports teams, coaching staff, team members, management and front-office personnel, as well as companies that may be interested in sponsoring or providing discount codes.
The Associate may also identify other suitable prospects and sales opportunities, provided that the strategy remains lawful, ethical and consistent with the Company’s products and reputation.
The Associate is responsible for preparing their own sales strategy.
Based on the Associate’s proposed strategy, the Company may create the appropriate sales/payment page, discount code, promotional offer or other sales materials.
The Associate may request an affiliate/tracking account where available. Where such an account is provided, the Associate must use the assigned affiliate/tracking code or link correctly so that eligible sales can be attributed to the Associate.
The Company will provide reasonable sales and marketing support, including product information, sales materials, payment pages, discount codes and prospect lists where available.
At the present time, the Company does not guarantee the provision of a CRM system. CRM solutions are currently being tested and may be introduced or changed at the Company’s discretion.
The Company may provide prospect lists to the Associate.
The Associate may also independently identify and approach additional prospects, provided that all applicable privacy, marketing, telecommunications, anti-spam, consumer-protection and other applicable laws are respected.
The Associate is responsible for scheduling and conducting their own cold calls, follow-ups, emails and campaigns.
If the Associate chooses to use a US telephone number, calling platform, dialler, messaging service or similar tool, the Associate is responsible for arranging and paying for such service unless the Company expressly agrees otherwise in writing.
The Company will provide reasonable sales and marketing support and cooperate with the Associate in relation to:
The Company does not guarantee any minimum number of leads, calls, sales, income or commissions.
The products and services promoted under this Agreement include FitCampPRO online coaching and FitCampPRO events.
FitCampPRO online coaching may include, depending on the purchased service:
All services are intended to be provided according to applicable laws, terms and conditions, policies, disclaimers and reasonable health, safety, fairness and ethical standards.
The Associate must not make medical, therapeutic or other claims that are not authorised by the Company or supported by the applicable product documentation.
The Company’s standard pricing strategy is generally based on approximately three times the applicable average monthly salary for the relevant market, subject to the Company’s current pricing and commercial strategy.
Depending on the market, customer, campaign and approved sales strategy, an Associate may negotiate a price equivalent to approximately 1x, 3x or up to 12x the relevant average monthly salary, where authorised and commercially appropriate.
For example, if a relevant US benchmark is approximately USD 6,900 per month, pricing may be structured around that benchmark.
The Associate may propose payment plans, instalments or subscription-based arrangements where these are technically available and approved by the Company.
The Associate must not make commitments, guarantees, refunds, warranties or representations that conflict with the Company’s official terms, pricing, policies or product documentation.
The Associate will receive a commission of 40%–45% of each eligible closed and successfully collected sale, with the exact commission percentage agreed between the Parties or specified for the relevant campaign.
A commission becomes payable only after:
No commission is payable on cancelled, refunded, fraudulent, disputed or charged-back transactions.
If a customer subsequently receives a refund or chargeback after commission has already been paid, the Company may deduct the corresponding commission from future commissions or otherwise recover the overpaid amount.
Only sales properly attributable to the Associate through the Company’s tracking system, affiliate code, discount code, payment page, written confirmation or other reasonable evidence will qualify for commission.
The Company’s sales and payment records will normally constitute the primary record for determining whether a commission is payable.
The Associate must not manipulate, falsify or interfere with tracking, affiliate links, discount codes or payment records.
Commission payments will be made to a valid bank account or other payment method approved by the Company that is capable of receiving payments from the applicable US/EU financial system.
Where supported, payments may be made in USD or EUR, including through an approved payment processor such as Stripe.
The Associate is responsible for providing accurate payment details and for their own taxes, social-security obligations, bank charges, currency-conversion costs and other obligations arising from their income.
The Company is not responsible for delays or additional costs caused by incorrect payment information or third-party payment providers.
The Associate must maintain professional, honest, respectful and good-faith relationships with all prospects, clients and business partners.
The Associate must proactively communicate with clients and reasonably assist with issues that could otherwise lead to unnecessary cancellations, disputes or reputational damage.
The Company will fully support the Associate in resolving legitimate client issues.
The Associate must not:
Where the Associate, through intentional misconduct, fraud, gross negligence or serious unprofessional conduct, causes demonstrable financial or reputational damage to the Company, the Company may seek appropriate compensation and, where legally permissible, apply a contractual damage charge of USD 100 to USD 5,000, proportionate to the seriousness and consequences of the conduct.
The Company will not impose such a charge merely because a legitimate customer does not purchase, cancels within an applicable cancellation period or because a sales effort does not succeed.
Nothing in this clause limits any rights or remedies available under applicable law.
The Associate must keep confidential all non-public information received from the Company, including:
Confidential information may only be used for performing services under this Agreement.
This obligation survives termination of the Agreement.
The Associate must comply with all applicable laws relating to personal data, electronic communications, telemarketing, email marketing, consumer protection, advertising and privacy.
The Associate must use prospect and client information only for legitimate business purposes connected with the services and must not sell, distribute or misuse such information.
The Associate must follow any reasonable compliance instructions provided by the Company.
Where applicable, the Associate must respect opt-out, do-not-contact, unsubscribe and similar requests.
All Company trademarks, logos, websites, sales pages, product materials, written content, videos, documents, systems and other intellectual property remain the property of the Company or its respective licensors.
The Associate receives only a limited, non-exclusive, revocable right to use such materials for authorised sales activities under this Agreement.
The Associate may not copy, modify, resell, license or use Company materials for unrelated purposes without written permission.
The Associate may not enter into contracts, provide guarantees, accept legal obligations, issue refunds, make binding promises or otherwise legally bind the Company unless expressly authorised in writing.
The Associate must clearly present themselves as an independent business associate where appropriate.
The Associate is responsible for their own computer, internet connection, telephone equipment, telephone numbers, calling minutes, software, workspace and other operating expenses unless otherwise agreed in writing.
The Associate is not entitled to reimbursement of expenses unless the Company has approved the relevant expense in advance in writing.
The Associate must not intentionally circumvent the Company’s payment, tracking or sales systems in order to avoid commission accounting or divert Company prospects or customers for personal benefit.
The Associate must not redirect Company prospects or customers to competing services in a manner that improperly exploits confidential Company information or Company-provided leads.
This clause does not prevent the Associate from independently conducting their own lawful business activities unrelated to confidential Company information.
This Agreement begins on the date of the last signature and continues until terminated by either Party.
Either Party may terminate the Agreement by giving 14 days’ written notice.
The Company may terminate the Agreement immediately where the Associate:
Termination does not affect commissions already properly earned under this Agreement.
Eligible commissions resulting from sales completed before termination remain payable in accordance with this Agreement, provided that the applicable payment, cancellation, refund and dispute conditions are satisfied.
No commission will be payable merely because the Associate contacted a prospect if the actual sale was not attributable to the Associate under the Company’s tracking or attribution rules.
The Associate understands that this is a commission-only independent freelance opportunity.
The Company makes no representation or guarantee regarding minimum earnings, sales volume, number of prospects, conversion rates or future income.
The Associate accepts the commercial risk associated with independent sales work.
Both Parties will perform their obligations in accordance with applicable laws and regulations.
The Associate is responsible for obtaining and maintaining any business registration, licence, tax registration or other authorisation required in their jurisdiction to provide freelance services.
The Associate must not conduct sales activities in a jurisdiction where they are legally prohibited from doing so.
Any material amendment to this Agreement must be agreed in writing by both Parties.
The Company may update operational procedures, sales materials, tracking systems and campaign-specific instructions where reasonably necessary, provided that such changes do not retroactively remove commissions that have already been earned.
This Agreement shall be governed by the laws of the Czech Republic, unless the Parties expressly agree otherwise in writing.
The Parties will first attempt to resolve any dispute through good-faith negotiation.
If a dispute cannot be resolved amicably, it shall be submitted to the competent courts of the Czech Republic, subject to any mandatory jurisdictional rules that may apply.
This Agreement represents the entire understanding between the Parties concerning the Associate’s freelance sales services and supersedes previous oral or written understandings concerning the same subject matter.
If any provision is found invalid or unenforceable, the remaining provisions shall remain in effect to the extent permitted by law.
By signing below, both Parties confirm that they have read, understood and voluntarily agreed to the terms of this Agreement.
For Nutrix
Name: Dean Kolar
Position: ______________________________
Signature: ______________________________
Date: __________________________________
Business Associate
Name: __________________________________
Signature: ______________________________
Date: __________________________________
