Affiliate Program Agreement

01Parties and acceptance

This Affiliate Program Agreement (the "Agreement") is entered into between Arthea, LLC ("Arthea", "we", "us" or "our") and you, the individual or entity enrolling in the Arthea Affiliates program (the "Affiliate", "you" or "your").

By typing your full legal name and selecting "I have read and agree" you accept this Agreement, you confirm that you are authorised to enter into it (and, where you act for a company or agency, that you are authorised to bind that entity), and you agree to be bound by its terms. Your acceptance is recorded with a timestamp and the version of this Agreement then in effect.

If you do not agree to these terms, do not accept this Agreement and do not participate in the program.

02The program

The Arthea Affiliates program lets you promote Arthea using the referral links and assets we make available in your dashboard. When a new customer you refer subscribes to a paid Arthea plan, you may earn commission as set out in this Agreement.

We may add, change, or remove program features, creative assets, and promotional materials at any time. We grant you a limited, non-exclusive, non-transferable, revocable licence to use the links and approved assets solely to promote Arthea in accordance with this Agreement and our brand guidelines.

Participation is personal to you. You may not assign or transfer your enrolment, your referral links, or your right to commission without our prior written consent.

03Referrals and attribution

A referral is attributed to you when a visitor reaches Arthea through your referral link and subsequently creates an eligible paid subscription within the attribution window shown on your dashboard. Attribution uses a last-touch model unless we state otherwise in your program settings.

Each referred customer is attributed to at most one affiliate. Where more than one affiliate could claim a referral, the most recent qualifying referral link wins. We determine attribution in good faith using our tracking systems, and our records are the authoritative source for attribution and earnings.

A referral does not qualify if the customer was already a Arthea account holder, if the subscription is created through self-referral, or if the referral results from activity that breaches Section 7 (Prohibited conduct).

04Commission and credit

For each qualifying referral you earn commission at the rate shown on your dashboard, calculated on the net subscription revenue actually received by Arthea (excluding taxes, refunds, chargebacks, discounts, and credits). Your applicable rate, tier, and any negotiated override are displayed in your dashboard and may change prospectively as described there.

Commission accrues only from a real paid invoice. Accrued commission is held as pending during the refund and review window shown on your dashboard, and is confirmed once that window passes without a refund, chargeback, cancellation, or fraud finding.

If a referred invoice is later refunded, reversed, charged back, or found to result from prohibited conduct, the related commission is clawed back, and we may offset that amount against your current or future balance. Commission is earned solely under the terms in effect at the time a referral converts; changes to program configuration never rewrite already-accrued history.

05Payment, payouts, and taxes

Payouts are made through our payments provider once your confirmed balance reaches the minimum payout amount shown on your dashboard. To receive payouts you must complete payout onboarding, including bank details and the identity verification (KYC) our payments provider requires. We may withhold payout of any balance until onboarding, identity verification, and tax details are complete.

You are solely responsible for all taxes, duties, and government charges arising from your participation and any commission you earn. You must provide accurate tax details when requested, and we may withhold or report amounts where required by applicable law. Commission is paid in the currency shown on your dashboard.

We may delay, hold, or reverse a payout where we reasonably suspect fraud, error, prohibited conduct, or a breach of this Agreement, or where required to comply with law or our payments provider's requirements.

06Term and termination

This Agreement begins when you accept it and continues until terminated. Either party may terminate it at any time, for any reason, on written notice (including by email or an in-dashboard notice).

We may suspend your participation or withhold commission immediately, without prior notice, if we reasonably believe you have breached this Agreement, engaged in prohibited conduct, or created risk to Arthea, our customers, or our payments provider.

On termination your licence to use our links and assets ends and you must stop promoting Arthea as an affiliate. Confirmed commission that is not subject to clawback or a good-faith dispute remains payable, subject to the minimum payout threshold and completed payout onboarding. Sections that by their nature should survive termination (including confidentiality, intellectual property, liability, and governing law) continue to apply.

07Prohibited conduct

You must not engage in self-referral, fabricated or incentivised sign-ups, cookie stuffing, click fraud, or any attempt to manufacture or inflate referrals or commission. You must not bid on Arthea trademarks or run paid search, ads, or domains that impersonate or could be confused with Arthea.

You must not send unsolicited bulk messages (spam), make false, misleading, or unsubstantiated claims about Arthea, or promote Arthea on content that is unlawful, deceptive, hateful, or otherwise harmful. You must comply with all applicable laws, including consumer-protection, advertising, anti-spam, and data-protection laws.

Breach of this section may result in suspension, termination, forfeiture and clawback of commission, and any other remedy available to us at law.

08Advertising disclosure and compliance

When you promote Arthea you must clearly and conspicuously disclose your affiliate relationship wherever you share a referral link, in line with the U.S. FTC Endorsement Guides and equivalent rules in your jurisdiction. A clear statement such as "affiliate link" or "I earn a commission from Arthea" placed near the link satisfies this where local rules permit.

Your endorsements must reflect your honest views and experience, must not misrepresent Arthea, its pricing, or its features, and must comply with the policies and brand guidelines we make available to you. You are responsible for the legality and accuracy of your own promotional content.

09Confidentiality

You may receive non-public information about Arthea, including program terms, rates, roadmaps, and performance data ("Confidential Information"). You must keep Confidential Information confidential, use it only to participate in the program, and not disclose it to any third party without our consent, except where disclosure is required by law.

This obligation does not apply to information that is or becomes public through no fault of yours, that you already lawfully held, or that you independently develop without using our Confidential Information.

10Intellectual property and brand use

Arthea, its logos, and its marks are owned by us. The licence in Section 2 is the only right you receive to use them, and only to promote Arthea under this Agreement and our brand guidelines. You acquire no ownership in our intellectual property, and all goodwill from your use of our marks accrues to us.

You must not modify our marks, use them in a way that implies partnership, endorsement, or sponsorship beyond your role as an affiliate, or register any domain, handle, or mark that incorporates or is confusingly similar to ours. We may require you to change or remove any use of our marks or assets at any time.

11Disclaimers and limitation of liability

The program, links, and assets are provided "as is" and "as available". To the fullest extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant any particular level of referrals, conversions, or earnings.

To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits or revenue. Our total aggregate liability arising out of or relating to this Agreement will not exceed the total commission paid to you in the three months before the event giving rise to the claim. Nothing in this Agreement limits liability that cannot be limited under applicable law.

You agree to indemnify and hold us harmless from claims, losses, and expenses arising from your promotional activity, your breach of this Agreement, or your violation of any law or third-party right.

12Governing law and general terms

This Agreement is governed by the laws applicable to Arthea, LLC at its principal place of business, without regard to conflict-of-laws rules, and the courts of that jurisdiction have exclusive jurisdiction over any dispute, subject to any mandatory consumer-protection rights you have where you live.

We may update this Agreement from time to time. Where changes are material we will give notice and, where appropriate, ask you to accept the updated version; your continued participation after an update takes effect constitutes acceptance of it. This Agreement, together with the program policies and brand guidelines referenced in it, is the entire agreement between us on this subject and supersedes any prior understanding.

If any provision is found unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver of it. You and Arthea are independent contractors; nothing here creates an employment, partnership, agency, or joint-venture relationship.

Questions about this Agreement or the program can be sent to support@arthea.io.