By applying to or participating in the Credibled Affiliate / Partner Program through PartnerStack, you agree to be bound by the terms and conditions set out in this Agreement. If you do not agree, you may not participate in the Program.

    This Affiliate / Channel Partner Agreement (this “Agreement”) is entered into by and between Credibled Inc., an Ontario corporation with its principal office at 391 Keele Street, Toronto, ON, M6P 2K9, Canada (“Credibled,” “Company,” “we,” “our”), and you (“Partner,” “you,” or “your”).

    This Agreement governs your participation in the Credibled Partner / Affiliate Program (the “Program”). By applying to and/or participating in the Program, you agree to these terms.

    1. Definitions

    • “Affiliate Tool” means the PartnerStack platform (Spark) or other tool designated by Credibled to manage referrals, links, commissions, and payouts.

    • “Partner Link” means the unique tracking link or code issued via the Affiliate Tool to identify referrals attributed to you.

    • “Affiliate Lead” means a prospect who clicks your Partner Link and whose activity is recorded in the Affiliate Tool.

    • “Qualifying Customer” means an Affiliate Lead accepted by Credibled and who purchases Company Services.

    • “Customer Transaction” means the first purchase of Company Services by a Qualifying Customer, recorded as a closed invoice in Credibled’s billing system.

    • “Company Services” means background checks, reference checks, identity verification, and other related products/services provided by Credibled.

    2. Non-Exclusivity

    This Agreement is non-exclusive. You and Credibled are free to work with other parties, including competitors.

    3. Enrollment & Acceptance

    • To enroll, you must submit an application through the Affiliate Tool. We will notify you of acceptance or rejection.

    • We may reject applications at our sole discretion, including if your site or activities are unsuitable (e.g., unlawful, misleading, harmful to Credibled’s reputation, or lacking a privacy policy).

    • You must keep account information up to date in the Affiliate Tool.

    • Acceptance allows you to access a Partner Link and participate until termination under this Agreement.

    4. Authority & Restrictions

    • You have no authority to bind or resell Credibled. You may not make commitments, guarantees, or warranties on Credibled’s behalf.

    • You must only use Credibled-approved marketing materials. Unauthorized use of logos, names, or content is prohibited.

    • You may not offer rebates, discounts, or incentives to influence referrals without prior written approval.

    • You may not purchase paid ads targeting Credibled trademarks, branded keywords, or domain names.

    5. Customer Transactions & Lead Validity

    • Attribution Window: Affiliate Leads are valid for 90 days from their first click on your Partner Link.

    • Acceptance: A lead is valid only if it is a new prospect, not an active customer or in Credibled’s sales pipeline within the past 60 days. We may reject leads at our discretion.

    • One Commission Only: Commission is payable on the first year of paid invoices for a new Qualifying Customer. Subsequent renewals or expansions are excluded unless otherwise specified.

    • Engagement: Once a lead is submitted, Credibled may engage directly with the prospect, whether or not it becomes a Qualifying Customer.

    6. Commission & Payment

    • Commission Rate: Partner earns a 10% commission on net revenue collected by Credibled from Qualifying Customers during their first twelve (12) months as a customer.

    • Net Revenue: excludes (i) GST/HST or other taxes, (ii) court/government pass-through charges, (iii) refunds, chargebacks, and uncollected amounts.

    • Lock Period: Commissions are subject to a 30-day lock period to allow for refunds or disputes.

    • Payment Timing: Commissions are calculated monthly and paid via PartnerStack/Stripe in Canadian Dollars (CAD) within 45 days after the close of each calendar month, provided invoices have been paid in full.

    • GST/HST: Commission does not apply to GST/HST. If you are registered for GST/HST, you must provide your registration number, and Credibled will add applicable HST to your commission payout.

    • Forfeiture: If payout details or required documentation remain incomplete for six (6) months after a Customer Transaction, the related commission is forfeited.

    7. Partner Obligations

    You agree to:

    • Conduct business in a competent, professional, and ethical manner.

    • Comply with all applicable laws (including CASL, CAN-SPAM, PIPEDA, competition/advertising standards, and export laws).

    • Clearly disclose your affiliate relationship where required.

    • Avoid deceptive practices (cookie stuffing, masked redirects, bots, fake leads, etc.).

    • Not use unsuitable sites or communications (e.g., adult, violent, discriminatory, illegal, defamatory, or misleading content).

    8. Confidentiality & Data Protection

    • Each party agrees to protect the other’s Confidential Information using reasonable care.

    • Confidential Information excludes information that is public, lawfully obtained from third parties, or independently developed.

    • Partners must comply with applicable privacy and data protection laws when handling personal data related to the Program.

    9. Proprietary Rights

    • Credibled retains all rights in Company Services, trademarks, materials, and technology.

    • Goodwill from your use of Credibled marks inures to Credibled.

    • You grant Credibled a nonexclusive right to use your marks for Program purposes.

    10. Term & Termination

    • Term: This Agreement begins upon acceptance and continues until terminated.

    • Termination Without Cause: Either party may terminate with 15 days’ written notice.

    • Termination for Cause: Either party may terminate immediately for material breach, insolvency, or conduct damaging to the other’s reputation.

    • Effect of Termination: Upon termination, (i) no new commissions will accrue, (ii) unpaid valid commissions earned before termination will be paid within 30 days, and (iii) you must cease using Credibled’s marks, Partner Links, and materials.

    11. Indemnification

    You agree to indemnify and hold harmless Credibled, its officers, employees, and affiliates against third-party claims arising from (a) your breach of this Agreement, (b) your participation in the Program, or (c) your misuse of Credibled materials or marks.

    12. Disclaimers & Limitation of Liability

    • Disclaimer: The Program and Affiliate Tool are provided “as is” without warranties of any kind.

    • Limitation: Credibled’s liability under this Agreement is capped at the total commissions paid or payable to you in the 12 months preceding the claim.

    • Neither party is liable for indirect, incidental, or consequential damages (including lost profits).

    13. General Provisions

    • Governing Law: Ontario law and the federal laws of Canada apply. Exclusive jurisdiction: Toronto, Ontario courts.

    • Force Majeure: Neither party is liable for delays caused by events beyond reasonable control.

    • Relationship: Independent contractors only. No partnership, agency, or joint venture.

    • Assignment: You may not assign without our consent. We may assign to an affiliate or successor.

    • Entire Agreement: This Agreement, together with the Affiliate Tool and Program Policies, is the entire agreement and supersedes prior versions.

    • Notices: Notices must be in writing and sent by email or to the address in the Affiliate Tool.

    • Survival: Sections on Commissions, Proprietary Rights, Confidentiality, Indemnification, Limitations of Liability, and General Provisions survive termination.