Partner Program Terms of Service

These Partner Program Terms of Service (the "Partner Terms") govern your participation in the ProposalAI partner, affiliate, and referral program (the "Program") operated by ProposalAI ("we", "us", "ProposalAI"). They apply whether you joined the Program through PartnerStack, through another partner network or tracking platform, or directly with us.

By applying to, enrolling in, or accepting a commission from the Program, you ("Partner", "you") agree to these Partner Terms. If you are accepting on behalf of a company, you represent that you have authority to bind that company, and "you" means that company.

These Partner Terms are in addition to the ProposalAI Terms of Service and the Privacy Policy, which continue to apply to any use you make of the ProposalAI product itself.

1. Definitions

Program Platform — the partner network or tracking system through which the Program is administered, currently PartnerStack, together with any successor or additional platform we designate.
Program Dashboard — your account on the Program Platform, where your commission rate, cookie window, payout terms, approved assets, and current program tier are published.
Tracking Link — a unique URL, referral code, or coupon code issued to you through the Program Platform.
Referred Customer — a person or organisation that creates a ProposalAI account attributed to your Tracking Link under Section 5.
Qualified Sale — a paid subscription purchased by a Referred Customer that meets the conditions in Section 6.
Net Revenue — subscription fees actually received and cleared by ProposalAI from a Referred Customer, excluding taxes, payment-processing fees, credits, discounts, refunds, and chargebacks.

2. Enrolment and approval

Program participation is by application and at our sole discretion. We may approve or decline any application without giving reasons.
You must provide accurate identity, business, banking, and tax information, and keep it current. Payouts may be withheld while your details are incomplete or unverifiable.
You must be at least 18 years old and legally able to enter into contracts in your jurisdiction.
You may hold only one Program account unless we approve additional accounts in writing. Duplicate or undisclosed linked accounts may be closed and their commissions forfeited.
ProposalAI employees, contractors, and their immediate family members are not eligible to earn commissions on their own or their employer's purchases.

3. Relationship of the parties

You are an independent contractor. Nothing in these Partner Terms creates an employment, agency, partnership, joint venture, or franchise relationship. You have no authority to:

bind ProposalAI to any contract, commitment, pricing, discount, or service level;
make warranties, guarantees, or representations about ProposalAI beyond those in our published materials;
accept payment, sign agreements, or handle customer data on our behalf, unless we have signed a separate reseller agreement with you.

You are solely responsible for your own business expenses, staff, equipment, and for all taxes, social contributions, and registrations arising from your Program earnings.

4. Your obligations

Promote ProposalAI honestly, accurately, and lawfully.
Comply with all applicable laws in every territory in which you promote, including advertising, consumer protection, data protection, anti-spam, anti-bribery, export control, and economic sanctions laws.
Use only the marketing assets and product claims published in the Program Dashboard, or materials we approve in writing.
Direct all customer support, billing, refund, and security questions to ProposalAI. You must not attempt to resolve them yourself or represent that you can.
Maintain reasonable security over your Program account credentials and Tracking Links.

5. Tracking and attribution

Attribution is determined exclusively by the Program Platform's records. Those records are the system of record and are final, absent manifest error.
Attribution uses a last-touch model over the cookie window published in your Program Dashboard. Where two Partners are recorded against the same signup, the most recent qualifying click wins.
You must not alter, mask, cloak, iframe, redirect, or otherwise interfere with Tracking Links, tracking parameters, or cookies, and you must not overwrite another Partner's attribution.
We are not liable for referrals lost to browser settings, ad blockers, cookie expiry, tracking-prevention features, a customer using a different device or browser, or a customer signing up without using your Tracking Link.
Where the Program Platform is unavailable or reports incomplete data, we will make a good-faith reconstruction from our own records. We are not obliged to reconstruct attribution beyond 90 days.

6. Qualified Sales

A referral becomes a Qualified Sale only when all of the following are true:

The Referred Customer signed up through your Tracking Link within the cookie window.
The Referred Customer was new to ProposalAI — no existing account, no account within the previous 12 months, and not already in our sales pipeline or an active trial at the time of referral.
The Referred Customer purchased a paid plan and their first payment has cleared.
Any refund, cancellation, or chargeback window applicable to that payment has expired.

The following do not qualify and earn no commission:

Self-referrals, referrals to your own company, affiliates, subsidiaries, or households, and any purchase you fund or reimburse.
Free-plan signups, trials that never convert, Enterprise agreements we sourced independently, and internal or test accounts.
Referrals generated by fraud, incentivised sign-ups, bots, click farms, cookie stuffing, or any breach of Section 7.
Accounts we terminate for violating the ProposalAI Terms of Service.

7. Prohibited promotion

You must not, directly or through any third party:

Bid on "ProposalAI", "Proposal AI", our other trademarks, or close variants and misspellings in paid search, shopping, or marketplace advertising, unless expressly approved in writing.
Use our marks in display URLs, ad headlines, or paid social ads in a way that suggests you are ProposalAI or an official ProposalAI channel.
Register, own, or use domain names, subdomains, app names, social handles, or store listings containing our marks or confusingly similar terms.
Send unsolicited email, SMS, WhatsApp, or messaging-platform blasts, or any communication that breaches CAN-SPAM, CASL, the GDPR/ePrivacy rules, or applicable GCC anti-spam and data-protection law (including Saudi PDPL and UAE PDPL).
Publish false, exaggerated, or unsubstantiated claims — including guaranteed win rates, guaranteed tender awards, guaranteed revenue, false customer counts, invented case studies, or fake reviews and testimonials.
Misrepresent AI-generated output as human-authored professional advice, or state that ProposalAI output is legally reviewed, certified, compliant, or guaranteed accurate.
Offer discounts, rebates, cashback, coupons, or trial extensions that we have not authorised, or list ProposalAI on coupon, deal, cashback, or loyalty sites without written approval.
Promote through adult, hateful, violent, discriminatory, gambling, pirated, malware-bearing, or otherwise unlawful content or sites.
Use automated scraping, spyware, adware, browser extensions, toolbars, pop-unders, forced clicks, or any software that injects or alters tracking.
Impersonate ProposalAI staff, create unofficial support channels, or operate accounts that appear to be run by us.
Solicit ProposalAI's existing customers to cancel, re-sign, or restructure their subscriptions in order to generate a commission.

8. Disclosure

You must clearly and conspicuously disclose your commercial relationship with ProposalAI wherever you promote us, in a form that satisfies the FTC Endorsement Guides (16 CFR Part 255), the UK CAP Code, and any equivalent local rule. The disclosure must appear close to the referral link and be visible without expanding, hovering, or scrolling past it. Disclosures buried in a bio, a footer, or a hashtag block are not sufficient.

9. Trademark and content licence

We grant you a limited, non-exclusive, non-transferable, revocable licence to use the ProposalAI name, logo, screenshots, and approved marketing assets solely to promote ProposalAI under these Partner Terms.
You must follow any brand guidelines published in the Program Dashboard. You must not modify, recolour, animate, or combine our logo with other marks.
All goodwill from your use of our marks accrues to us. The licence ends automatically when your Program participation ends, and you must remove our marks and Tracking Links within 10 business days.
You keep ownership of content you create. You grant us a non-exclusive, royalty-free licence to reproduce and quote your public ProposalAI-related content for our own marketing.

10. Commissions

Your commission rate, structure (one-time or recurring), recurring duration, and any tier or bonus terms are those published in your Program Dashboard at the time the Qualified Sale occurs. Those published terms are incorporated into these Partner Terms.
Commissions are calculated on Net Revenue. They are not payable on taxes, payment-processing fees, credits, discounts, professional-services fees, or Enterprise agreements unless stated otherwise in writing.
A commission is earned only once the underlying payment has cleared and the applicable refund and chargeback window has expired. Amounts shown as pending in the Program Dashboard are estimates, not a debt owed to you.
We may change commission rates, cookie windows, and Program structure prospectively on 30 days' notice sent to your Program account email. Changes do not affect commissions already earned. Continued participation after the effective date is acceptance.
Recurring commissions stop when the Referred Customer's subscription ends, when the published recurring duration expires, or when your Program participation ends under Section 13, whichever is first.

11. Clawbacks and adjustments

We may reverse, withhold, or deduct commissions — including from future payouts — where a Referred Customer refunds, charges back, or fails to pay; where the sale was not a Qualified Sale; where attribution was recorded in error or duplicated; or where we reasonably determine that a referral resulted from fraud or a breach of these Partner Terms.

Where we suspect fraud or a material breach, we may suspend payouts while we investigate, for up to 90 days. If the suspicion is substantiated, all unpaid commissions on your account are forfeited and we may recover amounts already paid.

12. Payouts and tax

Payouts are made through the Program Platform on the schedule and minimum threshold published in your Program Dashboard. Balances below the threshold roll over.
Earned commissions are typically released after a holding period that covers our refund and chargeback exposure, as stated in your Program Dashboard.
Payouts are made in the Program's stated currency. You bear any conversion, transfer, intermediary, and receiving-bank fees.
You are responsible for completing all tax documentation the Program Platform requires (for example W-9 or W-8BEN/W-8BEN-E) and for reporting and paying your own income, sales, VAT, and withholding taxes. Where law requires us or the Program Platform to withhold, the withheld amount is treated as paid to you.
Payment disputes must be raised in writing within 60 days of the payout date. After that, the payout is final.
Balances on accounts that remain inactive and unclaimed for 12 months may be forfeited, subject to applicable unclaimed-property law.

13. Term, suspension, and termination

These Partner Terms start when you enrol and continue until terminated.
Either party may terminate for convenience at any time on written notice, including through the Program Platform.
We may suspend or terminate immediately, without notice, for breach of Sections 7, 8, 9, or 15, for suspected fraud, or where your promotion creates legal or reputational risk for ProposalAI.
On termination for convenience, commissions already earned before the termination date remain payable at the next scheduled payout, subject to Section 11. Recurring commissions cease at termination.
On termination for breach or fraud, all unpaid commissions are forfeited.
On any termination you must stop using Tracking Links, our marks, and Program assets, and remove them from your properties within 10 business days.

14. Confidentiality

Non-public information we share with you — including commission structures, unreleased features, pricing not published on our website, customer names, and Program performance data — is confidential. You must not disclose it or use it for any purpose other than participating in the Program, during the Program and for two years afterwards. Referred Customer data is confidential and may not be sold, rented, or reused for other campaigns.

15. Data protection

Each party is an independent controller of the personal data it collects. You must have a lawful basis for any personal data you collect and process in promoting ProposalAI.
You must maintain your own privacy notice and cookie disclosures covering your tracking and marketing activity.
You must not upload, transfer, or otherwise share personal data with us except as necessary for the Program, and never special-category data.
You must notify us without undue delay, and in any case within 48 hours, of any security incident affecting Program data or Referred Customer data.

16. Disclaimers

The Program is provided "as is". We do not guarantee any level of traffic, conversion, revenue, or earnings, and we do not guarantee that the Program, the Program Platform, or tracking will be uninterrupted or error-free. Any earnings figures we publish are illustrative, not a projection of your results. We may modify, suspend, or discontinue the Program in whole or in part at any time.

17. Limitation of liability

To the maximum extent permitted by law, our aggregate liability arising out of or relating to the Program is limited to the total commissions paid to you in the 12 months preceding the event giving rise to the claim. We are not liable for lost profits, lost revenue, lost data, lost opportunity, or indirect, incidental, special, or consequential damages, even if advised of their possibility.

18. Indemnity

You will indemnify and hold harmless ProposalAI, its officers, employees, and agents from any claim, loss, liability, penalty, or cost (including reasonable legal fees) arising from your promotional activity, your content, your use of our marks, your breach of these Partner Terms, or your violation of any law or third-party right.

19. Relationship to the Program Platform's terms

Your use of PartnerStack, or any other Program Platform, is also governed by that platform's own terms of service and privacy policy, entered into directly between you and that platform. Those terms govern your account, identity verification, and the mechanics of payment on that platform. As between you and ProposalAI, these Partner Terms govern the Program itself — eligibility, promotional conduct, commission entitlement, and termination — and control in the event of a conflict, except where the Program Platform's terms are mandatory for the operation of that platform.

20. General

Assignment. You may not assign these Partner Terms without our written consent. We may assign them in connection with a merger, acquisition, or sale of assets.
Non-exclusivity. The Program is non-exclusive. We may run other partner programs, appoint other partners, and market to and sell directly to any prospect, including those you refer.
Notices. We may give notice through the Program Platform or to the email address on your Program account. Notices to us go to the address in Section 22.
Severability and waiver. If a provision is unenforceable, the rest remains in force. A failure to enforce a provision is not a waiver of it.
Entire agreement. These Partner Terms, together with the terms published in your Program Dashboard, are the entire agreement on this subject and supersede prior discussions.
Survival. Sections 11, 12, 14, 16, 17, 18, 21, and this Section 20 survive termination.

21. Governing law and disputes

[Governing law, venue, and dispute-resolution clause to be set by counsel based on the company's registered jurisdiction, consistent with the ProposalAI Terms of Service.]

22. Changes to these Partner Terms

We may update these Partner Terms. We will post the revised version at this URL and update the effective date above. For material changes we will give at least 30 days' notice to your Program account email, and the Program Platform may require you to re-accept before continuing to participate. Continued promotion after the effective date is acceptance.

23. Contact

Program questions: partners@proposalai.ai
Legal notices: legal@proposalai.ai