HEATCOACH Partner Program Terms

1. Who this agreement is between

This agreement is between you (the Partner) and [COMPANY LEGAL NAME], a company registered in Greece under number [REG NUMBER] with registered office at [ADDRESS], trading as HEATCOACH (we, us, HEATCOACH).

By joining the HEATCOACH Partner Program you accept these terms. If you do not accept them, do not use your partner code or link.

You take part as an independent business. Nothing here creates employment, a partnership, a joint venture, or an agency relationship. You cannot enter into obligations on our behalf or hold yourself out as able to.

2. Definitions

Partner Code is the unique discount code we issue to you. Partner Link is the unique tracking URL we issue to you. Referred Customer is someone who starts a paid HEATCOACH subscription using your Partner Code or Partner Link. Qualifying Payment is a subscription payment we actually receive and keep from a Referred Customer, after any discount and before payment processing fees. Commission is the amount you earn on a Qualifying Payment. Commission Window is the 12 months from a Referred Customer's first payment.

3. Joining the program

Participation is by invitation and at our discretion. We may decline or end a participation at any time under clause 15.

To take part you must:

• be at least 18 years old
• be legally entitled to receive payments for services in your country
• give us your country of tax residence and a tax identification number
• accept these terms, including the self-billing agreement in clause 9

You are responsible for keeping your account details accurate. If your tax residence, tax registration status, or payout details change, tell us without delay.

4. Your Partner Code and Partner Link

We issue you one Partner Code and one Partner Link. Both are personal to you and must not be shared with, sold to, or transferred to anyone else.

Your Partner Code gives the customer 20% off their first payment. On a monthly plan that is their first month; on an annual plan it is their first year. Both the Code and the Link attribute the sale to you.

Your Partner Code can only be redeemed by customers who have never paid us before. This protects your commission as much as ours, because it means the Code cannot be redeemed by people who were already our customers.

Partner Codes contain letters and digits only.

We may cap the number of times a Code can be redeemed, set an expiry date, or issue you a replacement Code. If a Code is published somewhere that lets people who were not referred by you redeem it, including coupon and voucher sites, we may withdraw or replace it and decline commission on redemptions we reasonably believe did not come from your audience.

Attribution is fixed at the customer's first payment. Whichever Partner's Code or Link is used at that point is credited with that customer, and it does not change afterwards. If someone arrives through your Link but pays using another Partner's Code, the Code wins. If a customer who is already attributed to another Partner later uses your Code, they stay with that Partner.

5. Commission

Founding Partners. The first ten Partners to join the programme start at 30% on renewals rather than 25%, permanently, and can still climb to 35%.

Annual plans. The elevated first-payment rate applies to monthly plans. An annual subscription is a single large payment which already produces a much larger one-off commission at your ordinary rate than a monthly signup would.

Your rate never goes down. Once you reach a rate you keep it, even if your number of Active Referred Customers later falls.

How it is calculated. Commission is a percentage of the Qualifying Payment, which is the amount we actually received. Because your Partner Code discounts the price, commission during the discount period is calculated on the discounted amount, not the list price. You are never charged for the discount.

The Commission Window. You earn commission on payments from a Referred Customer for 12 months from their first payment. After that the customer remains ours and no further commission is due.

Active Referred Customers means Referred Customers with a subscription that is currently active and still inside their Commission Window. Your rate is worked out each time a payment arrives, and the rate used is recorded permanently against that commission, so you can always see why any individual commission was what it was. Reaching a new rate applies to payments from that point on; it does not change commission already earned.

Currency. Commission accrues in US dollars, because our subscriptions are priced in US dollars.

One commission per payment. A payment can only ever generate commission for one Partner.

6. What does not earn commission

No commission is due on:

• your own purchases, or purchases by anyone in your household
• accounts you create or control, whatever email address is used
• purchases by someone who was already a HEATCOACH customer, or who had already started checkout before using your Code
• free trials, free plans, taxes, refunds, credits, or discounts
• payments we do not receive, or receive and then return
• subscriptions we cancel for breach of our Terms of Service
• referrals we reasonably believe involve fraud, bots, incentivised traffic, or any of the prohibited activity in clause 11

7. Holding period, approval and reversals

Commission is recorded as pending when we receive the payment.

It becomes approved and payable 30 days later, provided the payment has not been refunded or disputed. This holding period is the same for every Partner.

If a payment is refunded, charged back, or disputed at any point, the related commission is reversed. Card disputes can be raised for up to 120 days after a payment, so a reversal can happen after you have been paid. Where that happens, we may deduct the reversed amount from your next payout or any later payout. If no further payout is expected, we may ask you to repay it.

We keep a record of every commission and every change of state, and you can see all of it in your partner dashboard.

8. Payouts

Schedule. Payouts run on the 5th of each month, covering commission that became approved by the end of the previous month.

Minimum. We pay once your approved balance reaches your chosen payout minimum. The default is $100. You can change it to $50, $100 or $250 in your dashboard, depending on whether you would rather be paid sooner or receive fewer, larger transfers. Below your minimum, the balance carries forward.

The minimum is a delay, not a condition. Whatever your minimum, we pay any approved balance that has been waiting six months on the next payout date, even if it is below your threshold. We also pay whatever is owed to you when you leave the programme or we end it, regardless of the minimum. You do not lose commission for failing to reach a number.

Method. Bank transfer, normally via Wise. You provide your payout details separately, outside your dashboard. We do not store your bank account details in the HEATCOACH platform.

Currency and costs. We pay in US dollars or, at your request, in your local currency at the exchange rate applying on the payout date. Fees charged by your own bank or an intermediary bank are yours.

Accuracy. If you believe a payout is wrong, tell us within 60 days of the payout date and we will investigate.

Dormant balances. If we cannot reach you or you give us no valid payout details for 12 months, we may treat the balance as forfeited, having first tried to contact you at your registered email.

9. Self-billing agreement

This clause is a self-billing agreement under Article 224 of Council Directive 2006/112/EC and the Greek provisions implementing it.

You agree that:

• we may issue invoices in respect of commission on your behalf, in your name, for as long as you take part in the program
• you will accept those self-billed invoices, which we will make available in your partner dashboard for you to accept before payment is made
• you will not issue your own invoice for any commission covered by a self-billed invoice
• you will tell us without delay if you register for VAT, if your VAT registration number changes or is cancelled, if you transfer your business, or if you cease to be established for tax purposes in the country you declared
• you will keep copies of the self-billed invoices we issue

We agree that:

• each self-billed invoice will show the particulars required by law, including your name, address and any tax registration number you have given us
• we will issue a new self-billing agreement if your details change in a way that requires it
• we will tell you if we outsource the issuing of self-billed invoices to a third party

This agreement runs for 12 months from acceptance and renews automatically for further 12 month periods for as long as you take part in the program. Either of us may end it on 30 days' written notice, in which case we will ask you to invoice us instead.

10. Your tax position

You are responsible for your own taxes, registrations, and filings. We do not withhold tax from your commission unless the law requires us to, and if it does, we will withhold it and give you the documentation.

You warrant that you are legally entitled to receive the payments under this agreement, and that you will declare your commission income and meet any registration obligation in your country.

Earning commission regularly is normally a business activity for tax purposes, even where you are below a threshold and charge no VAT. Whether you need to register is a question for you and your own adviser, not for us.

You indemnify us against any claim, assessment, penalty, interest or cost arising from your failure to declare, register, or pay tax on your commission.

We may withhold a payout if you have not given us the tax residence and tax identification details required under clause 3.

11. How you may and may not promote HEATCOACH

You may:

• share your Partner Code and Partner Link on your own social accounts, website, newsletter, or in direct conversation with your audience
• make your own content about HEATCOACH, in your own style and format, including material we did not supply. You are not required to use anything we give you
• use the brand assets we provide, unchanged, if you choose to use them
• describe HEATCOACH accurately, including the features and pricing shown on our website
• give your genuine opinion of the product, favourable or not

You may not:

• bid on "HEATCOACH" or close variants in paid search, or run ads that direct to our site through a URL that looks like ours
• register domains, social handles, or app names containing "HEATCOACH" or a confusingly similar term
• post your Code to coupon, voucher, cashback, or deal sites
• use bots, click farms, incentivised traffic, pop-unders, forced clicks, cookie stuffing, or any automated traffic generation
• send unsolicited bulk email or messages
• promote HEATCOACH alongside adult content, gambling, illegal content, or content promoting hatred, harassment, or self-harm
• misrepresent your relationship with us, or claim to speak for us
• create accounts on behalf of others to trigger commission

12. Disclosure

Where you promote HEATCOACH and stand to earn from it, you must disclose it clearly and prominently, in the same place as the promotion, in a way an ordinary viewer will notice and understand. "#ad", "#sponsored", or "paid partnership" at the start of a caption is normally enough; a hashtag buried at the end of a long caption or in a comment is not.

This applies whether or not you have yet been paid, and applies to stories, reels, posts, videos, streams and newsletters alike.

This is your legal obligation under EU and UK consumer protection rules and the equivalent rules elsewhere. It is also a condition of this agreement, and failure to comply is grounds for immediate termination and forfeiture of unpaid commission.

13. Claims you must not make

HEATCOACH is a coaching and fitness management platform. It is not a medical device and does not provide medical advice.

Do not claim or imply that HEATCOACH treats, cures, prevents, or diagnoses any condition, produces guaranteed results, guarantees weight loss or muscle gain, or is endorsed by any person or organisation that has not endorsed it.

Do not invent statistics, testimonials, results, or user numbers. If you want to cite a figure, use one we have published.

14. Data protection

You must not collect personal data on our behalf, and you must not represent to anyone that you are doing so.

Your dashboard shows your referrals in anonymised form: date, plan, status, and commission. It does not show names or email addresses, because that is other people's personal data and we have no lawful basis for disclosing it to you.

We process your own personal data as described in our Privacy Policy. Where you process personal data of your own audience, you do so as an independent controller and you are responsible for your own compliance.

15. Term, suspension and termination

This agreement starts when you accept it and continues until ended.

You may leave at any time by telling us. Approved commission still owed at that point is paid at the next payout run.

We may suspend or end your participation at any time, with notice, and immediately without notice where we reasonably believe you have breached clauses 11, 12 or 13, or engaged in fraud.

On termination for breach, unpaid commission is forfeited, and we may reverse commission already paid on referrals connected to the breach.

On termination for any other reason, approved commission is paid at the next payout run and pending commission is paid once it clears its holding period. Commission stops accruing on the termination date.

Clauses 7, 9, 10, 14, 17, 18 and 19 survive termination.

16. Changes to the program

We may change these terms, commission rates, discount levels, or the holding and payout arrangements. We will give you 30 days' notice by email of any change that reduces your commission rate or lengthens the holding period.

Changes are not retrospective: commission already earned is paid on the terms that applied when it was earned.

If you do not accept a change, leave the program before it takes effect.

17. Liability

Nothing here limits liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot lawfully be limited.

Subject to that, we are not liable to you for loss of profit, loss of opportunity, or any indirect or consequential loss, and our total liability to you in any 12 month period is limited to the commission paid or payable to you in that period.

We do not guarantee any level of traffic, conversion, earnings, or the continued availability of the program or the platform.

18. General

This agreement is personal to you and you may not assign it. We may assign it as part of a transfer of our business.

If a clause is unenforceable, the rest continues in force.

Our failure to enforce a clause is not a waiver of it.

These terms, together with our Terms of Service and Privacy Policy, are the entire agreement between us about the Partner Program.

19. Governing law

This agreement is governed by Greek law, and the courts of [CITY], Greece have exclusive jurisdiction. If you are a consumer rather than a business, this does not deprive you of the protection of mandatory rules in your country of residence.

Contact

Questions about the program, your commission, or a payout: [email protected]

*Version 1.0, draft [DATE]. Accepted terms are recorded against your partner account with the version and timestamp.*