Strategic Partner Referral Agreement

AI Compliance Layer

This Strategic Partner Referral Agreement (“Agreement”) is entered into between:

AI Compliance Layer (“Company”)
and
The approved partner identified in the Partner Portal (“Partner”).

By participating in the Strategic Partner Program, the Partner agrees to the terms below.


1. Purpose

This Agreement governs the Partner’s participation in the AI Compliance Layer Strategic Partner Program, under which the Partner may refer prospective customers to the Company’s digital governance products in exchange for referral commissions.

This Agreement does not create a joint venture, agency, employment, franchise, or partnership relationship.


2. Scope of Promotion

2.1 The Partner may promote Company products using an assigned referral link or approved tracking mechanism.

2.2 The Partner shall:

  • Represent the products accurately
  • Use only approved positioning language where provided
  • Avoid misleading or exaggerated claims

2.3 The Partner shall not:

  • Offer legal advice on behalf of the Company
  • Guarantee regulatory compliance
  • Represent the products as substitutes for legal counsel
  • Modify or resell products without an appropriate license
  • Use unauthorized discounts or pricing representations

3. Referral Tracking

3.1 Referrals are tracked via unique referral links and cookies.

3.2 The tracking window is 90 days unless otherwise specified.

3.3 Commissions are earned only for completed and non-refunded purchases.

3.4 The Company retains sole discretion to determine the validity of a referral.


4. Commission & Payment

4.1 Commission rates are set at 15 per cent of the referal’s completed purchase and are communicated within the Partner Portal or via written confirmation.

4.2 Commissions are calculated on net sales (excluding shipping, taxes, fees, refunds, and chargebacks).

4.3 Payments are processed monthly, on the first business day of the month, subject to:

  • The minimum payout threshold of EUR 100
  • Valid payment details provided by the Partner

4.4 The Partner is solely responsible for tax compliance in their jurisdiction.

4.5 The Company may withhold commissions in cases of suspected fraud, policy violation, or misrepresentation.


5. Intellectual Property

5.1 All content, trademarks, documentation, and product materials remain the exclusive property of the Company.

5.2 The Partner may use Company trademarks and descriptions solely for referral purposes and in accordance with brand guidelines.

5.3 No license to reproduce, modify, or distribute Company products is granted under this Agreement unless explicitly covered by a separate Consultant License.


6. Compliance & Conduct

6.1 The Partner shall comply with all applicable laws, including advertising and disclosure regulations in their jurisdiction.

6.2 The Partner must clearly disclose the existence of a referral relationship where legally required.

6.3 The Partner shall not engage in:

  • Spam marketing
  • Paid search bidding on Company brand terms without written permission
  • Cookie stuffing or tracking manipulation
  • Self-referrals

7. Confidentiality

Any non-public information shared through the Partner Portal or direct communication shall be treated as confidential and not disclosed to third parties.

This obligation survives termination of this Agreement.


8. Limitation of Liability

8.1 The Company provides digital documentation products “as is.”

8.2 The Company shall not be liable for:

  • Partner representations made beyond approved positioning
  • Indirect or consequential damages
  • Business losses arising from referral activity

8.3 The Partner agrees to indemnify the Company against claims arising from the Partner’s misrepresentation or unlawful conduct.


9. Term & Termination

9.1 This Agreement remains in effect until terminated by either party.

9.2 The Company may terminate participation at any time, with or without cause.

9.3 Upon termination:

  • Referral links may be deactivated
  • Unpaid commissions may be reviewed for eligibility
  • Use of Company branding must cease immediately

10. Modification

The Company reserves the right to modify this Agreement. Updated terms will be posted in the Partner Portal.

Continued participation constitutes acceptance of revised terms.


11. Governing Law

This Agreement shall be governed by the laws of the jurisdiction in which the Company is established, the European Union, without regard to conflict-of-law principles.


12. Entire Agreement

This Agreement constitutes the entire understanding between the parties regarding the Strategic Partner Program and supersedes prior discussions or representations.

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