Affiliate Program Agreement

This Agreement governs enrolment and participation in the Rivadesk Affiliate Program, operated by File system (hereinafter also the «Company»). By accepting this Agreement during registration, the affiliate declares that they have read it and fully accept its terms. This page is a draft subject to legal review; it does not constitute legal advice.

1. Program scope and definitions

The Affiliate Program allows third parties («Affiliates») to promote the Rivadesk service and earn commissions on customers validly attributed to their promotional activity, under the conditions described here. For the purposes of this Agreement: «Affiliate» means the person enrolled and approved in the program; «Referral code» means the unique code or link assigned to the Affiliate for attribution; «Referred customer» means a customer acquired through the Affiliate's referral code; «Commission» means the amount credited to the Affiliate according to the economic model in force.

2. Eligibility and registration

Registration for the program takes place via the dedicated registration form. Activation of the affiliate account may be immediate or subject to verification by the Company. The Company may refuse, suspend or revoke enrolment at its reasonable discretion, in particular in case of breach of this Agreement, prohibited practices or risks to the reputation or security of the service. The Affiliate is responsible for the accuracy of data provided and for safeguarding their access credentials.

3. Referral code, attribution and self-referral prohibition

Each Affiliate is assigned a unique referral code. Attribution of a customer to the Affiliate follows the technical rules of the service (e.g. via the tracking parameter associated with the referral code). The Affiliate may not register for the Rivadesk service as a customer using their own referral code, nor attribute to themselves customers linked to them or related parties: such self-referral practices are prohibited and the Company's systems may detect and block them, with cancellation of the related commissions.

4. Commissions

Commissions are calculated on validly attributed referred customers, according to the economic model, percentages, thresholds and maturity criteria defined by the Company in the program configuration. Amounts and applicable percentages are not stated in this Agreement. The Company reserves the right to change service prices, commissions and related parameters, as well as the number of conversations included free at the start of each month (which affects billed revenue of referred customers on which commissions accrue), at any time with prior email notice to the Affiliate. Changes take effect from the date stated in the notice and apply to commissions accrued thereafter; the parameters in force as communicated prevail. Commissions mature through a status path (e.g. from «pending» to «earned») taking into account any refund or chargeback periods; only earned commissions not subject to reversal are payable.

5. Payments and payouts

Payment of earned commissions takes place according to the methods, minimum thresholds and timing provided by the program and indicated in the affiliate area. The Affiliate must provide correct and up-to-date payment and billing details. The Company may withhold or suspend payments in case of disputed amounts, suspected fraud, incomplete payment details or failure by the Affiliate to meet tax obligations.

6. Reversals and clawback

Commissions relating to sales subsequently refunded, reversed, subject to chargeback or cancelled for customer default, or attributed in breach of this Agreement, may be cancelled or recovered (clawback), including by offset against future commissions. The Company applies reversal mechanisms according to the program rules in force.

7. Prohibited practices

In promotional activity, the Affiliate agrees not to engage in, among other things:

• sending unsolicited communications (spam) in breach of applicable rules;

• bidding on keywords containing the brand or confusing variants (brand bidding) where not authorised;

• tracking manipulation techniques, e.g. cookie stuffing;

• misleading, false or unauthorised claims about Rivadesk, prices or features;

• use of unlawful, harmful or discriminatory content.

Breach of these prohibitions results in cancellation of commissions and may lead to termination of the Agreement.

8. Tax and invoicing

The Affiliate is solely responsible for tax, social security and reporting obligations relating to commissions received, under the law applicable to them. Where required, the Affiliate issues proper tax documentation to the Company. The Company may request documentation necessary for tax and anti-money-laundering purposes before making payments.

9. Data protection

In the course of their promotional activity, an Affiliate who collects and processes personal data of their contacts or potential customers (leads) acts as an independent data controller and is responsible under applicable law, adopting appropriate legal bases and notices to data subjects. Processing of Affiliate data by the Company for program management is described in the Privacy Notice; for processing where the Company acts as processor on behalf of business customers, see the Data Processing Agreement (DPA). Any transfer of data to countries outside the European Union or the European Economic Area takes place with safeguards under Chapter V GDPR, in particular Standard Contractual Clauses (SCCs).

10. Term, suspension and termination

The Agreement is for an indefinite term and remains in force until participation in the program ends. Either party may withdraw at any time by notice to the other; the Company may also suspend or terminate the Agreement with immediate effect in case of breach, fraud or prohibited practices. Upon termination, the right to use the referral code ceases and, subject to commissions already earned and not reversed, any further claim relating to customers not yet attributed lapses.

11. Governing law and jurisdiction

This Agreement is governed by Italian law. For any dispute, the court where the Company has its registered office has jurisdiction, without prejudice to mandatory rules protecting the Affiliate.

12. Amendments and version

The Company may amend this Agreement and program parameters for regulatory, technical or commercial reasons. In case of material changes, the Affiliate may be required to accept the updated version. The applicable version is the one accepted at registration and recorded by the Company. For questions about the program, write to —; for personal data requests, to allbrand.italia@gmail.com. The right to lodge a complaint with the competent supervisory authority (Garante per la protezione dei dati personali) remains unaffected. Last updated: —.