MERCHYNT AFFILIATE PROGRAM — TERMS AND CONDITIONS

Last updated: October 31 2025

1. Acceptance; Eligibility; Relationship to Merchynt Terms

These Merchynt Affiliate Program Terms and Conditions (the “Program Terms”) govern the Merchynt Affiliate Program (the “Program”). By enrolling in or continuing to participate in the Program, you (“Affiliate”) accept these Program Terms. These Program Terms incorporate the Merchynt Terms and Conditions (the “Merchynt Terms”); if there is any conflict, these Program Terms control for the Program. The parties are independent contractors; Affiliate has no authority to bind Merchynt.

2. Program Overview; Prospects and Acceptance

Affiliate may refer prospective customers (“Prospects”) via a unique link in Affiliate’s Paige dashboard (the “Affiliate Link”). A Prospect becomes an “Accepted Prospect” only if the Prospect registers through an Affiliate Link and Merchynt accepts the registration in its reasonable discretion. Merchynt may decline a Prospect if, for example, the Prospect: (a) does not meet acceptance criteria; (b) has a pre-existing relationship with Merchynt; (c) was referred by another affiliate first within the tracking window; (d) is the Affiliate or under common control with Affiliate; or (e) is associated with a breach of these Program Terms.

3. Paid Advertising & Brand Protection (Strict Prohibition)

Affiliate is strictly prohibited—directly or indirectly (including through any sub-affiliate, contractor, media buyer, or other third party acting for or on behalf of Affiliate)—from:

1. Bidding on, purchasing, or otherwise triggering any paid placement (search, DSA, shopping, display, social, native, programmatic, retargeting, or similar) using any Brand Terms;
2. Using any Brand Terms in ad copy, headlines, display URLs, tracking parameters, destination URLs, creative, or “negative keyword” workarounds;
3. Registering, using, redirecting, framing, or cloaking any domain, subdomain, account, handle, page, or asset that contains or is confusingly similar to any Brand Terms; or
4. Directing paid traffic to any page that impersonates, mimics, or is likely to be confused with Merchynt’s pages.

“Brand Terms” include “Merchynt,” “Paige,” “ProfilePro,” any current or future Merchynt product/service name, Merchynt’s domains, and Merchynt’s trademarks, product names, and logos (registered or unregistered), including translations, misspellings, phonetic equivalents, and typos. “Paid Placement” means any advertisement or paid distribution on/through a third-party platform or network. “Prohibited Advertising” means conduct prohibited by this Section 3.

No License. No license is granted to use Merchynt’s trademarks in paid advertising.
Platform & Law Compliance. Affiliate will comply with all applicable laws and platform advertising policies.
Organic Clarification. Nothing in this Section prohibits purely organic, unpaid content that does not use Brand Terms or create a likelihood of confusion.
No Circumvention; Responsibility. Any attempt to evade these restrictions (including intermediaries, alternate accounts, layered targeting, geofencing, or “tests”) is a violation. Affiliate is responsible for all acts/omissions of any sub-affiliate, contractor, or media buyer it engages.

4. Tracking; Evidence; Records; Audit

Merchynt’s standard tracking systems determine attribution. At Merchynt’s request, Affiliate shall, within five (5) business days, provide commercially reasonable evidence of compliance and campaign details, including relevant ad-account screenshots, keyword and placement reports, negative-keyword lists, UTMs, and landing page logs (“Compliance Materials”). Affiliate will maintain accurate books and records relating to Program activity for two (2) years and permit reasonable audit (on at least five business days’ notice, during normal hours). Failure to timely provide Compliance Materials is a material breach.

5. Compensation

For each Accepted Prospect that (a) enters into a binding agreement with Merchynt for Services and (b) remains a paying customer for at least ninety (90) days, Merchynt will pay Affiliate a fee (the “Fee”) equal to 20% of Net Revenues received by Merchynt from such Accepted Prospect.

“Commissionable Transactions” means charges for monthly or other fees under a Services agreement, as determined by Merchynt. For agency Prospects, each monthly (or other) fee to the agency counts as a separate Commissionable Transaction (e.g., five paying client locations in a month = five Commissionable Transactions). “Net Revenues” means gross revenues actually received for Commissionable Transactions, less refunds, credits, and chargebacks (excluding sales/VAT taxes and taxes on Merchynt’s net income).

Fees are paid within ninety (90) days after the end of the calendar month in which Net Revenues are received, subject to Affiliate providing required tax forms and a supported payout method. No Fees accrue or are payable where Section 3 or Section 6 applies, and any previously paid Fees subject to Section 6.2 are immediately repayable or may be set off by Merchynt. Merchynt has no obligation to pay any Fee if an Accepted Prospect fails to pay, Affiliate is in breach, Affiliate ceases to be a Services customer, or there is suspected or confirmed fraud, deception, or illegality.

6. Termination; Disqualification; Clawback; Holds

Either party may terminate these Program Terms at any time upon written notice. Without limiting the foregoing, Merchynt may immediately suspend or terminate Affiliate’s participation, disable tracking/links, place a payment hold, and remove Affiliate from the Program upon any suspected or actual breach (including Section 3) or deceptive, fraudulent, or misleading activity (“Termination for Cause”).

6.1 Disqualification of Referrals; Program Removal

If Affiliate engages in Prohibited Advertising, then all referrals (pending, Accepted Prospects, or paying customers) that were acquired, influenced, or reasonably likely to have been influenced by such Prohibited Advertising at any time are automatically disqualified. Disqualified referrals are ineligible for commissions—past, present, and future. Merchynt may convert disqualified referrals to house accounts and permanently remove Affiliate from the Program.

6.2 Clawback; Forfeiture; Set-Off (Restitutionary)

All Fees previously paid that are attributable to disqualified referrals are deemed unearned and immediately repayable to Merchynt. Upon notice, Affiliate shall reimburse such amounts within fifteen (15) days. Merchynt may withhold, freeze, or set off any amounts otherwise payable to Affiliate under the Program or any other agreement until the clawback is satisfied. These remedies apply retroactively from the verified start of the offending campaigns or, if that start date cannot be reliably established, during the entire current and immediately preceding commission periods, in any event subject to a twelve (12) month lookback.

6.3 Investigation Hold

During investigation of suspected Prohibited Advertising or other breach, Merchynt may place a hold on tracking, attribution, and payments. If a breach is confirmed, held amounts are forfeited to the extent permitted by Sections 6.1–6.2.

6.4 Evidentiary Standard; Cooperation

Commercially reasonable, good-faith evidence (including platform reports, auction insights, screenshots, landing-page reviews, third-party monitoring, and logs) is sufficient to establish a violation unless Affiliate provides credible contradictory evidence within five (5) business days of notice. Affiliate must cooperate in good faith with any reasonable investigation.

7. Representations; Warranties; Compliance

Affiliate represents and warrants that it will (a) comply with all applicable laws (including advertising, privacy, and consumer protection laws), (b) comply with platform advertising policies, (c) not make misleading or deceptive statements, (d) not offer incentives that distort fair consumer choice, and (e) not engage in Prohibited Advertising. Affiliate is solely responsible for its taxes and for all personnel it engages.

8. Indemnification

Affiliate shall defend, indemnify, and hold harmless Merchynt and its affiliates, officers, directors, and employees from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) Affiliate’s breach of these Program Terms; (b) Affiliate’s Prohibited Advertising or misuse of Merchynt’s marks; (c) Affiliate’s violation of law or platform policies; or (d) any content or representations made by Affiliate.

9. Limitation of Liability

To the maximum extent permitted by law, neither party is liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or lost profits/revenues, arising out of or related to the Program. Except for (i) Affiliate’s indemnification obligations; (ii) Affiliate’s Prohibited Advertising or misuse of marks; or (iii) Affiliate’s willful misconduct, each party’s aggregate liability under these Program Terms is capped at the total Fees paid or payable to Affiliate in the six (6) months preceding the event giving rise to liability. Nothing limits a party’s right to seek injunctive or equitable relief for trademark or brand misuse.

10. Dispute Resolution; Governing Law; Class Waiver; Equitable Relief

These Program Terms are governed by the laws of the State of California, without regard to conflicts of law rules. Any dispute arising out of or relating to these Program Terms shall be resolved by binding arbitration administered by JAMS (or AAA if JAMS is unavailable) in Los Angeles County, California, before a single arbitrator under the applicable streamlined/commercial rules. Class, collective, and representative actions are waived. Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect trademarks, brand, or confidential information. Jury trial is waived. Each party bears its own fees and costs, except that the arbitrator may award fees/costs to the prevailing party where authorized by law.

11. Confidentiality; Data

Information that is marked or should reasonably be understood as confidential is “Confidential Information.” Each party will protect the other’s Confidential Information and use it only for Program purposes. Affiliate will comply with applicable privacy laws in collecting/processing personal data for referrals and will not transmit sensitive personal information via the Affiliate Link.

12. Changes to Program Terms (Prospective)

Merchynt may modify these Program Terms prospectively. Changes take effect five (5) days after posting. Affiliate’s continued participation after that date constitutes acceptance. Changes do not apply retroactively to already-earned, eligible Fees (subject to Sections 6.1–6.2 for disqualification/clawback).

13. Notices

Merchynt may provide notices to the email associated with Affiliate’s Paige account or via the Affiliate dashboard/portal. Notices to Merchynt must be sent to the contact listed on Merchynt’s website with a copy to legal@merchynt.com. Payment holds may begin upon notice delivery to Affiliate’s email on file.

14. Miscellaneous

Assignment. Affiliate may not assign or transfer these Program Terms without Merchynt’s prior written consent; Merchynt may assign to an affiliate or successor.
Severability; Waiver. If any provision is held invalid, the remaining provisions remain in effect. No waiver is effective unless in writing.
Entire Agreement. These Program Terms (and the incorporated Merchynt Terms) are the entire agreement regarding the Program and supersede prior or contemporaneous understandings.
Survival. Sections 3–11, 13–14, and any provision that by its nature should survive, survive termination.

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