Terms & Conditions

The legal stuff — read it once, then get back to blocking spam.

Last updated: June 29, 2026

These terms of service, Our Privacy Notice, and Our Service Level Agreement (together, these "Terms") form a contract between You and SpamKill Inc. ("SpamKill", "We", "Us", or "Our"). By accessing or using Our Websites or Services, You agree to be bound by these Terms. If You do not agree to these Terms, You may not access or use the Websites or Services.

You must be at least 18 years of age to access or use the Websites or Services. By accessing or using the Websites or Services, You represent and warrant that You are at least 18 years of age.

1. Definitions

In these Terms, unless the context requires otherwise:

  • "Account" means the account You create to access and use the Services.
  • "Affiliate Partner" means a person or entity that We have reviewed and approved to participate in the Affiliate Partner Program described in Section 19.2. For clarity, an Affiliate Partner is not an "Affiliate" within the meaning of "Group Companies," and references to "Affiliate Partner" in these Terms do not refer to Our corporate affiliates.
  • "Affiliate Partner Program" means the program described in Section 19.2.
  • "Applicable Data Protection Law" means all applicable laws and regulations relating to the Processing of Personal Data, including (where applicable) the General Data Protection Regulation (EU) 2016/679 ("GDPR"), the California Consumer Privacy Act ("CCPA"), and any other applicable data protection legislation.
  • "Client" means a new customer who subscribes to the Services as a result of an Affiliate Partner's referral and whose Subscription We attribute to that Affiliate Partner in accordance with Section 19.2.
  • "Commission" means the cash compensation payable to an Affiliate Partner under Section 19.2.
  • "Data Processing Addendum" means the data processing addendum that forms part of these Terms and governs Our Processing of Personal Data on Your behalf.
  • "Documentation" means any user guides, help articles, and other documentation We make available to You relating to the Services.
  • "End-Customer" means any individual or entity that interacts with Your forms, websites, or applications that are protected by the Services.
  • "Friend" means a new customer who subscribes to the Services as a result of a Referrer's referral under the Friend Referral Program.
  • "Friend Referral Program" means the program described in Section 19.1.
  • "Group Companies" means SpamKill Inc. and its Affiliates.
  • "Personal Data" means any information relating to an identified or identifiable natural person, as defined by Applicable Data Protection Law.
  • "Pricing Agreement" means any separate pricing agreement entered into between You and SpamKill.
  • "Privacy Notice" means Our privacy notice available at https://www.spamkill.co/privacy.
  • "Process" or "Processing" means any operation or set of operations performed on Personal Data, including collection, recording, organization, storage, adaptation, alteration, retrieval, consultation, use, disclosure, combination, restriction, erasure, or destruction.
  • "Programs" means the Friend Referral Program and the Affiliate Partner Program, collectively.
  • "Plan" means the specific subscription plan You select for Your use of the Services, as described on Our pricing page.
  • "Referral Credit" means the non-cash promotional Account credit earned by a Referrer under Section 19.1.
  • "Referrer" means an existing customer in good standing who refers a Friend under the Friend Referral Program.
  • "Reward" means a Referral Credit or a Commission, as the context requires.
  • "Services" means the spam protection, form security, and related services provided by SpamKill through Our platform, APIs, and integrations.
  • "Service Data" means all data submitted, collected, or generated through Your use of the Services, including form submission data, behavioral analytics data, and configuration data.
  • "Subscription" means the subscription to the Services You purchase under these Terms.
  • "User" means any individual authorized by You to access and use the Services through Your Account.
  • "Websites" means the websites operated by SpamKill, including www.spamkill.co and any subdomains thereof.

2. Rights to Use the Services

2.1 Grant of Rights

Subject to Your compliance with these Terms and payment of all applicable Subscription Fees, We grant You a limited, non-exclusive, non-transferable, worldwide, revocable right to access and use the Services during the Term solely for Your internal business purposes in accordance with the Documentation and Your Plan.

3. Responsibilities

3.1 Registration Data

You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. We reserve the right to suspend or terminate Your Account if any information provided proves to be inaccurate, not current, or incomplete.

3.2 Account Activities

You are responsible for all activities that occur under Your Account. Without limiting the foregoing, You shall:

  1. Maintain the confidentiality of Your Account credentials, including Your password and any API keys.
  2. Not share Your Account credentials with any third party.
  3. Immediately notify Us of any unauthorized use of Your Account or any other breach of security.
  4. Ensure that all Users comply with these Terms.
  5. Be responsible for all actions taken by Users under Your Account.
  6. Not exceed the usage limits of Your Plan without upgrading to an appropriate Plan.
  7. Comply with all applicable laws and regulations in connection with Your use of the Services.

3.3 Your Conduct

You agree not to use the Websites or Services to:

  1. Violate any applicable law, regulation, or third-party right.
  2. Upload, transmit, or distribute any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, or otherwise objectionable.
  3. Impersonate any person or entity, or falsely state or otherwise misrepresent Your affiliation with a person or entity.
  4. Interfere with or disrupt the Services or servers or networks connected to the Services.
  5. Attempt to gain unauthorized access to any portion of the Services, other Accounts, computer systems, or networks connected to the Services.
  6. Use any robot, spider, scraper, or other automated means to access the Services for any purpose without Our express written permission.
  7. Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Services.
  8. Modify, adapt, translate, or create derivative works based on the Services or any part thereof.
  9. Sublicense, resell, rent, lease, transfer, assign, or otherwise dispose of the Services or any rights therein.
  10. Use the Services to send unsolicited communications, promotions, advertisements, or spam.
  11. Use the Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party's use of the Services.

3.4 Unauthorized Access

You shall notify Us immediately of any unauthorized access to or use of Your Account or any other breach of security. We reserve the right to suspend Your Account or access to the Services at any time if We reasonably believe that Your Account has been compromised or is being used in violation of these Terms.

4. Changes to the Websites and Services

4.1 Websites

We reserve the right to modify, update, or discontinue the Websites (or any part thereof) at any time without notice. We shall not be liable to You or any third party for any modification, suspension, or discontinuance of the Websites.

4.2 Services

We may upgrade, update, or enhance the Services from time to time ("Updates"). We will use commercially reasonable efforts to notify You of any material Updates that may adversely affect Your use of the Services. Your continued use of the Services following any Updates constitutes Your acceptance of such Updates.

5. Intellectual Property Rights

5.1 Ownership

The Services, Websites, and all intellectual property rights therein (including but not limited to patents, copyrights, trademarks, trade secrets, and any other proprietary rights) are and shall remain the exclusive property of SpamKill and its licensors. Nothing in these Terms transfers any ownership rights to You.

5.2 Grant of License

If You provide Us with any feedback, suggestions, or recommendations regarding the Services ("Feedback"), You hereby grant Us a perpetual, irrevocable, worldwide, royalty-free, fully sublicensable license to use, reproduce, modify, distribute, and otherwise exploit such Feedback for any purpose without obligation or compensation to You.

You grant Us a limited, non-exclusive license to use Your name and logo on Our Websites, marketing materials, and customer lists to identify You as a customer of SpamKill. You may opt out of this license at any time by contacting Us at [email protected].

6. Sub-processors, Other Services and Third-party Content

6.1 Sub-processors

We may engage third-party sub-processors to assist in providing the Services. Such sub-processors may have access to Service Data solely for the purpose of performing services on Our behalf and are bound by obligations of confidentiality and data protection no less protective than those set forth in these Terms.

6.2 Other Services

The Services may integrate with or provide access to third-party applications, services, or content ("Other Services"). Other Services are governed by their own terms and conditions, and We are not responsible for the availability, accuracy, or content of any Other Services. Your use of Other Services is at Your own risk.

7. Billing and Payments

7.1 Subscription Fees

You agree to pay all Subscription Fees applicable to Your Plan. Subscription Fees are as set forth on Our pricing page or in a separate Pricing Agreement between You and SpamKill.

7.2 Payment

All Subscription Fees are payable in advance. You authorize Us to charge Your designated payment method for all applicable Subscription Fees. You are responsible for providing and maintaining accurate and complete billing information.

7.3 Renewal

Your Subscription will automatically renew at the end of each billing period unless cancelled in accordance with Section 8.2 (Termination by You). We may change Subscription Fees upon renewal by providing You with at least thirty (30) days' prior written notice.

7.4 Refunds

All Subscription Fees are non-refundable, except as expressly set forth in these Terms or as required by applicable law.

First-Month Spam-Resolution Guarantee. As a limited exception, You may request a one-time refund of the Subscription Fee for Your first paid month if all of the following conditions are met: (a) You request the refund within thirty (30) days of Your first paid Subscription Fee; (b) You contacted Us at [email protected] and engaged in reasonable cooperation and collaboration with Our support team to resolve the issue; and (c) despite those efforts, the Services were unable to materially reduce or resolve the spam You sought to address. This guarantee is available once per customer and applies only to the first paid month's Subscription Fee; all other Subscription Fees remain non-refundable.

7.5 Chargebacks

If You initiate a chargeback or payment dispute with Your payment provider without first contacting Us at [email protected] to attempt to resolve the issue, We reserve the right to charge a $25 processing fee to cover administrative costs associated with the chargeback process.

7.6 Taxes

All Subscription Fees are exclusive of any applicable taxes, levies, or duties imposed by taxing authorities. You are responsible for paying all such taxes, levies, or duties, excluding only taxes based on Our net income.

7.7 Delayed Payments

If any Subscription Fees are not paid within fifteen (15) days of the due date, We may charge interest on the overdue amount at a rate of 1.5% per month (or the maximum rate permitted by applicable law, whichever is lower) from the date such payment was due until the date of actual payment.

7.8 Upgrades and Downgrades

You may upgrade or downgrade Your Plan at any time. If You upgrade, the difference in Subscription Fees will be pro-rated for the remainder of the current billing period. If You downgrade, the change will take effect at the start of the next billing period.

7.9 Benefits

Any credits, promotional benefits, or complimentary services provided to You will expire twelve (12) months from the date of issuance unless otherwise specified in writing.

8. Term, Termination and Suspension

8.1 Term

These Terms commence on the date You first access or use the Services and continue for an initial term of one (1) month ("Initial Term"). After the Initial Term, these Terms will automatically renew for successive one-month periods ("Renewal Terms") unless terminated in accordance with this Section 8.

8.2 Termination by You

You may terminate Your Subscription at any time through either of the following methods:

  • 8.2.1 Self-service. Through the account management features of the Services. Cancellations submitted this way take effect immediately and prevent Your next renewal, even if submitted shortly before Your renewal date.
  • 8.2.2 By email. By contacting Us at [email protected]. For email requests, please allow at least five (5) days before the end of Your then-current billing period so that We can process Your request before the next renewal.

Cancellation stops future renewals; it does not retroactively refund Subscription Fees already charged, except as expressly provided in Section 7.4 (Refunds).

8.3 Suspension by Us

We may suspend or terminate Your access to the Services if You breach any provision of these Terms and fail to cure such breach within fifteen (15) days of receiving written notice from Us. We may also immediately suspend Your access to the Services if We reasonably determine that Your use poses a security risk to the Services or other users, or violates applicable law.

8.4 Consequences of Termination

  1. 8.4.1 Cessation of Rights. Upon termination, all rights granted to You under these Terms shall immediately cease, and You shall discontinue all use of the Services.
  2. 8.4.2 Data Export. Following termination, We will retain Your Service Data for a period of one hundred and twenty (120) days, during which time You may export Your data. After this retention period, We may delete Your Service Data in accordance with Our standard data retention practices.
  3. 8.4.3 Subscription Fees. Termination shall not relieve You of Your obligation to pay any Subscription Fees that accrued prior to the effective date of termination.
  4. 8.4.4 Form Functionality. The Services are not a passive add-on to Your forms. Protected forms are SpamKill-generated equivalents of Your original forms, and all submissions to them are processed through the Services. Upon termination, expiry, or suspension of Your Subscription for any reason (including non-payment), SpamKill-generated forms will stop processing and delivering submissions. To discontinue use of the Services, You must restore Your original forms in place of the SpamKill-generated versions; there is no separable component that can be removed while leaving the form functional. We are not liable for submissions or leads not received while SpamKill-generated forms remain in place after termination.

9. PCI DSS Compliance

We do not directly store, process, or transmit payment card information. All payment information is stored and processed by Our PCI DSS certified payment service provider. We maintain appropriate security measures to protect the transmission of payment information to Our payment service provider.

10. Confidentiality

10.1 General

These Terms supersede any non-disclosure agreement ("NDA") previously entered into between the parties with respect to the subject matter hereof. The confidentiality obligations set forth in this Section 10 shall survive termination of these Terms for a period of one (1) year.

10.2 Obligations

Each party (the "Receiving Party") agrees that it shall not disclose any Confidential Information of the other party (the "Disclosing Party") to any third party without the prior written consent of the Disclosing Party, except as reasonably necessary to exercise its rights or perform its obligations under these Terms. The Receiving Party shall protect the Disclosing Party's Confidential Information using the same degree of care it uses to protect its own confidential information, but in no event less than a reasonable degree of care.

10.3 Exceptions

The obligations of confidentiality shall not apply to information that:

  1. Is or becomes publicly available through no fault of the Receiving Party.
  2. Was rightfully in the Receiving Party's possession prior to disclosure by the Disclosing Party.
  3. Is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information.
  4. Is rightfully obtained by the Receiving Party from a third party without restriction on disclosure.

10.4 Return of Information

Upon termination of these Terms or upon the Disclosing Party's written request, the Receiving Party shall promptly return or erase all Confidential Information of the Disclosing Party in its possession or control, except as required by applicable law or regulation.

11. Data Security and Privacy

11.1 Security Measures

We shall maintain appropriate technical and organizational measures designed to protect Service Data against unauthorized access, loss, destruction, or alteration. These measures shall be commensurate with the nature of the data being protected and the risks involved.

11.2 Data Privacy

  1. 11.2.1 We shall Process Personal Data in accordance with Applicable Data Protection Law and these Terms.
  2. 11.2.2 To the extent We Process Personal Data on Your behalf, We shall Process such Personal Data only in accordance with Your documented instructions, unless required to do otherwise by applicable law.
  3. 11.2.3 You are responsible for ensuring that You have obtained all necessary consents and provided all required notices in connection with Your use of the Services and the Processing of Personal Data through the Services. You shall not submit to the Services any Sensitive Data (including but not limited to social security numbers, financial account numbers, health information, or other categories of data subject to heightened regulatory requirements) unless expressly agreed to in writing by SpamKill.

12. Aggregated Analytical Data

We may collect, use, and disclose aggregated, anonymized, and non-personally identifiable data derived from Your use of the Services ("Aggregated Data") for any lawful purpose, including to improve the Services, conduct research, and generate industry benchmarks. Aggregated Data shall not identify You or any individual and shall not constitute Personal Data or Confidential Information.

13. Disclaimer of Warranties

THE SERVICES AND WEBSITES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SPAMKILL DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SPAMKILL DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE, OR THAT ANY DEFECTS WILL BE CORRECTED. YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. OUR SOLE AND EXCLUSIVE OBLIGATIONS WITH RESPECT TO SERVICE AVAILABILITY ARE SET FORTH IN OUR SERVICE LEVEL AGREEMENT.

14. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SPAMKILL, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, EVEN IF SPAMKILL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SPAMKILL'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF SUBSCRIPTION FEES PAID BY YOU TO SPAMKILL DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

YOU AGREE THAT ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES MUST BE FILED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ARISES, OR SUCH CLAIM SHALL BE PERMANENTLY BARRED.

15. Indemnification

15.1 Indemnification by Us

We shall defend, indemnify, and hold You harmless from and against any third-party claim that the Services, as provided by Us and used in accordance with these Terms, infringe or misappropriate any third party's intellectual property rights. In the event of such a claim, We may, at Our sole option and expense: (a) modify the Services to make them non-infringing; (b) replace the Services with a functionally equivalent non-infringing alternative; or (c) terminate Your Subscription and refund any prepaid Subscription Fees for the unused portion of the then-current billing period.

15.2 Limitations

We make no representation or warranty regarding the accuracy, completeness, or reliability of any results generated by the Services. The Services are designed to reduce spam and bot activity but do not guarantee complete elimination of all unwanted submissions.

15.3 Defense Obligations

The indemnifying party shall have the right to control the defense and settlement of any claim subject to indemnification under this Section 15. The indemnified party shall provide reasonable cooperation and assistance to the indemnifying party in connection with such defense, at the indemnifying party's expense.

15.4 Exclusive Remedy

This Section 15 states the indemnifying party's sole liability and the indemnified party's exclusive remedy for any claims of intellectual property infringement.

15.5 Indemnification by You

You shall defend, indemnify, and hold harmless SpamKill, its Affiliates, and their respective officers, directors, employees, and agents from and against any third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) Your use of the Services in violation of these Terms; (b) Your violation of any applicable law or regulation; or (c) any content or data You submit to the Services.

16. Survival

16.1

The following Sections shall survive termination or expiration of these Terms: Section 1 (Definitions), Section 5 (Intellectual Property Rights), Section 7 (Billing and Payments, to the extent of any accrued obligations), Section 10 (Confidentiality), Section 11 (Data Security and Privacy), Section 13 (Disclaimer of Warranties), Section 14 (Limitation of Liability), Section 15 (Indemnification), this Section 16, Section 18 (General), and Section 19 (Referral and Affiliate Programs, to the extent of any accrued obligations).

17. Communication From Us

By creating an Account or using the Services, You consent to receive communications from Us. We may communicate with You through the following means:

  1. Email communications to the email address associated with Your Account, including service announcements, administrative messages, and updates.
  2. In-app notifications and messages within the Services.
  3. Posts on Our blog or Websites regarding service updates, new features, or policy changes.
  4. Telephone communications for account-related matters, where You have provided a telephone number.
  5. Any other means of communication You have opted into or that is reasonably necessary for the administration of Your Account or the Services.

18. General

18.1 Independent Contractors

The parties are independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, or employment relationship between the parties.

18.2 Entire Agreement

These Terms, together with the Privacy Notice, Service Level Agreement, and any Pricing Agreement, constitute the entire agreement between You and SpamKill with respect to the subject matter hereof and supersede all prior and contemporaneous agreements, representations, and understandings.

18.3 Severability and Waiver

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

18.4 Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without Our prior written consent. We may assign these Terms without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of Our assets.

18.5 Third Party Beneficiaries

These Terms do not confer any rights or remedies upon any person or entity other than the parties hereto and their respective successors and permitted assigns.

18.6 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Province of British Columbia, Canada, without regard to its conflict of laws provisions. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts located in British Columbia, Canada.

18.7 Export Controls

You shall comply with all applicable export control laws and regulations in connection with Your use of the Services. You represent and warrant that You are not located in, or a resident or national of, any country subject to comprehensive trade sanctions, and that You are not on any government restricted party list.

18.8 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms (other than payment obligations) where such failure or delay results from any cause beyond the reasonable control of that party, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics, pandemics, internet or telecommunications failures, or cyberattacks.

18.9 Notices

All notices required or permitted under these Terms shall be in writing and shall be deemed effective upon delivery. Notices to SpamKill shall be sent to:

SpamKill Inc.
555 W Hastings St #1200
Vancouver, BC V6B 4N6
Canada
[email protected]

19. Referral and Affiliate Programs

We offer two optional programs that reward existing customers and approved partners for introducing new customers to the Services: the Friend Referral Program (Section 19.1) and the Affiliate Partner Program (Section 19.2). The provisions in Section 19.3 apply to both Programs. Participation in either Program is voluntary and is subject to these Terms and to any additional program rules We publish on Our Websites (the "Program Pages"). In the event of a conflict between a Program Page and these Terms, these Terms govern.

19.1 Friend Referral Program

19.1.1 Overview. The Friend Referral Program allows an existing customer (the "Referrer") to refer a new customer (a "Friend") to the Services. If the referral qualifies under these Terms, the Friend receives a discount and the Referrer earns a Referral Credit, each as described below.

19.1.2 How a referral is made. A Referrer may invite a Friend by submitting the Friend's email address through the referral feature within the Services, or by sharing a referral link or referral code that We make available to the Referrer. Where the Referrer submits a Friend's email address, We will send that Friend a single email, on a one-time basis and at the Referrer's request, containing the Referrer's name and email address and a link to the Services. We do not send follow-up or reminder emails, and We do not retain the Friend's email address after sending that message (see the Privacy Notice for details). Attribution of a Friend to a Referrer may be made by referral link parameter, cookie, or entered referral code.

19.1.3 Referrer representations. By referring a Friend, the Referrer represents and warrants that (a) the Referrer has a personal, family, or business relationship with the Friend, or otherwise reasonably believes the Friend would welcome the message; (b) the Referrer is providing the Friend's contact information voluntarily and is authorized to do so; and (c) the Referrer will not use the Program to send unsolicited commercial messages or to violate any applicable law, including Canada's Anti-Spam Legislation ("CASL"). The Referrer may not use automated means, purchased lists, or mass distribution to make referrals.

19.1.4 Friend reward. The Friend's reward applies only where the Friend subscribes to a Small Business Plan, and is:

  1. 50% off the Friend's first month, for Friends who subscribe on a monthly billing cycle; or
  2. 5% off the Friend's first year, for Friends who subscribe on an annual billing cycle.

If the Friend subscribes to any Plan other than a Small Business Plan, no Friend reward is granted and no Referral Credit is earned by the Referrer in respect of that referral.

19.1.5 Referrer reward. Subject to the eligibility and exclusion rules in Section 19.3 and the release conditions in Section 19.1.6, the Referrer earns a Referral Credit equal to the value of one month of the Referrer's highest-priced active Plan (where the Referrer holds more than one Subscription, the highest-priced among them). The Referral Credit is applied to the Referrer's billing Account.

19.1.6 Release of the Referral Credit. A Referral Credit is earned but withheld until released. Release occurs:

  1. for a Friend on a monthly billing cycle, upon the Friend's second successful Subscription payment; or
  2. for a Friend on an annual billing cycle, upon the expiry of a 60-day holding period following the Friend's annual Subscription payment.

19.1.7 Annual cap. A single Account may not earn more than US$2,000 in Referral Credit during any trailing 365-day period, measured from each earning event.

19.1.8 Nature and expiry of Referral Credit. A Referral Credit is a promotional, non-cash benefit. It is not redeemable for cash, not transferable, not withdrawable, and not refundable, and it may be applied only against amounts You owe Us for the Services. Referral Credits expire in accordance with Section 7.9 (Benefits).

19.1.9 No clawback after release. Once a Referral Credit has been released under Section 19.1.6, We will not revoke or claw back that Referral Credit even if the Friend subsequently obtains a refund or initiates a chargeback. However, if a chargeback or other disqualifying event described in Section 19.3.4 occurs before the Referral Credit is released, the related Friend record is void and no Referral Credit is earned or released in respect of that referral.

19.1.10 Notice to Referrer. We may notify the Referrer when a Friend the Referrer has referred signs up for or pays for the Services. We will limit any personal information about the Friend disclosed to the Referrer in accordance with the Privacy Notice.

19.2 Affiliate Partner Program

19.2.1 Overview. The Affiliate Partner Program pays an approved Affiliate Partner a cash Commission for referring paying customers (each, a "Client") to the Services. Clients do not receive any discount under the Affiliate Partner Program.

19.2.2 Application, approval, and acceptance. Participation requires application and manual approval by Us. An applicant is not required to be a customer of the Services, and there is no geographic restriction on eligibility. By applying to and participating in the Affiliate Partner Program, the applicant agrees to be bound by these Terms (including this Section 19), whether or not the applicant holds a paid Account. We may approve or decline any application, and may impose additional Program rules, in Our sole discretion.

19.2.3 Attribution. We attribute a Client to an Affiliate Partner by referral link parameter and/or cookie. We determine attribution in good faith using Our systems, and Our determination is final.

19.2.4 Commission. Subject to the eligibility and exclusion rules in Section 19.3, an Affiliate Partner earns a Commission on each Subscription payment made by an attributed Client during the Commission Window (Section 19.2.5), calculated as follows:

  1. Base rate: 20% of the Plan price for that payment;
  2. Floor: not less than US$10 for a monthly payment, or US$100 for an annual payment; and
  3. Cap: not more than 50% of the Plan price for that payment.

Where 50% of the Plan price for a payment is less than the applicable floor, the 50% cap applies (the cap prevails over the floor on small Plans).

19.2.5 Commission Window. Commission is earned only on Client payments with a billing date falling within the 365-day period beginning on the Client's first Subscription payment (the "Commission Window"). No Commission is earned on payments made after the Commission Window closes, even if the Client continues to subscribe.

19.2.6 Refund netting and clawback. If a Client obtains a refund, We claw back the Commission attributable to the refunded amount, in proportion to the amount refunded. Clawed-back amounts are netted against the Affiliate Partner's future Commission payouts.

19.2.7 Negative balances. If clawbacks exceed an Affiliate Partner's accrued Commission balance, the resulting negative balance will be carried forward and offset against future Commissions or written off at Our discretion. The Affiliate Partner is not required to repay a negative balance to Us.

19.2.8 Payout. We pay accrued Commission when the Affiliate Partner's positive balance exceeds US$100, and, in addition, We pay out any positive balance in an annual sweep each December regardless of the US$100 threshold. Payouts are made by the payout method the Affiliate Partner designates through the Affiliate Partner dashboard. We may require valid payment and tax information before issuing any payout and may withhold payout until such information is provided.

19.2.9 Taxes. Affiliate Partners are independent of Us (see Section 18.1, Independent Contractors). The Affiliate Partner is solely responsible for all taxes arising from Commissions. Commissions are deemed inclusive of any applicable taxes unless required otherwise by law. We may collect tax information from Affiliate Partners and may deduct or withhold amounts from payouts where required by applicable law.

19.3 Provisions common to both Programs

19.3.1 Eligibility — exclusions. No Reward is earned, and any Reward that would otherwise be earned is forfeited, where:

  1. the Referrer or Affiliate Partner is banned, suspended, or has had their Account or participation terminated;
  2. the referral is a self-referral — the signup's email address or email domain matches that of the Referrer or Affiliate Partner;
  3. the Friend or Client is an existing or former customer of the Services;
  4. the Friend or Client record is void (permanently disqualified following a chargeback);
  5. (Affiliate Partner Program only) the Client used a coupon expressly designated by Us as carrying no commission (an "invalidating coupon"), in which case no Commission is earned on any of that Client's payments; or
  6. (Friend Referral Program only) the Friend applied any coupon or promotional code other than the discount provided under the Friend Referral Program, in which case the referral attribution is void and no Friend reward is granted and no Referral Credit is earned in respect of that referral.

19.3.2 Anti-fraud and abuse. We may withhold, reverse, forfeit, or recover any Reward, and may suspend or terminate participation in either Program, where We reasonably determine there has been fraud, abuse, manipulation, the creation of fake or duplicate accounts, self-dealing, misrepresentation, or any violation of these Terms or applicable law (including CASL). Our determinations under this Section are made in good faith and are final.

19.3.3 No stacking; precedence. A single signup may not earn Rewards under both Programs. Where a signup is attributable to both an Affiliate Partner and a Referrer, the signup is treated solely as an Affiliate Partner conversion: the Affiliate Partner Commission applies, and no Friend discount and no Referral Credit are granted in respect of that signup.

19.3.4 Void records. A Friend or Client record becomes void, and is permanently disqualified from generating Rewards, upon a chargeback associated with that record. The effect of a void record on Referral Credits is described in Section 19.1.9 and on Commissions in Sections 19.2.6 and 19.3.1.

19.3.5 Participation in both roles. The same person or entity may participate as both a Referrer and an Affiliate Partner, subject to the exclusions in Section 19.3.1 (including the prohibition on self-referrals).

19.3.6 Changes to or termination of the Programs. We may modify, suspend, or terminate either Program, in whole or in part, at any time. Rewards that have been accrued but not yet released as of the effective date of any such change will be honored in accordance with these Terms as in effect when the Reward was earned.

19.3.7 No entitlement. The Programs are promotional and discretionary. Nothing in this Section guarantees any minimum number of referrals, conversions, or Rewards, and Rewards have no cash value except as expressly stated for Commissions.

19.3.8 Survival. Sections 19.1.8, 19.1.9, 19.2.6, 19.2.7, 19.2.9, 19.3.1, 19.3.2, and this 19.3.8 survive termination or expiration of these Terms to the extent of any accrued or disputed Rewards.