Affiliate Program Agreement

Applies to: the HiringCoach.ai affiliate program ("the Program")

This Agreement is between you and Elite Ad Operations, LLC, a California limited liability company ("Elite", "we", "us"). Elite operates the HiringCoach.ai product and website. HiringCoach.ai is a product name of Elite Ad Operations, LLC and is not a separate legal entity.

This Agreement governs your participation in the Program. It is in addition to, and forms part of, the HiringCoach.ai Terms of Service and Privacy Policy. If this Agreement conflicts with the Terms of Service on a Program-specific matter, this Agreement controls for that matter. Section 20 (limitation of liability) and Section 21 (dispute resolution) of this Agreement replace the equivalent sections of the Terms of Service for disputes about the Program.

By submitting an affiliate application with the acceptance box checked, you electronically sign and agree to this Agreement.

Elite Ad Operations, LLC does not guarantee any job, interview, offer, salary, or employment outcome for any customer, and does not guarantee that you will earn any particular amount, or anything at all, from the Program.

The Program and the friend referral program

The Program is separate from the HiringCoach.ai friend referral program, which pays account credit rather than cash and has its own terms.

You may take part in both programs, but a given new customer is credited to only one of them: whichever valid attribution our systems record first. A store-credit referral reward is never convertible into cash under this Agreement, and a Commission under this Agreement is never paid as account credit.

Key terms in plain language

This summary is for convenience only. The numbered Sections control.

What you earn: 25% of a Referred customer's first Qualifying payment, one time per Referred customer, ever. There is nothing on renewals, upgrades, or later purchases (Section 4).
Clearing: a Commission becomes payable 60 days after we record it (Section 5).
Payout floor: we pay once your cleared balance reaches US $50.00. Smaller balances carry over (Section 5).
How you get paid: by transfer to a Stripe account you open through us. You must complete Stripe's identity and tax onboarding before we can pay you (Section 5).
When you get paid: we aim to run payouts at least monthly. We start each run rather than scheduling it, so the day can move and we do not promise a specific date (Section 5).
If the customer's payment is reversed: a full refund, chargeback, or dispute before payout cancels the Commission (Section 6).
What you must do: disclose that you earn a commission, tell the truth, follow the law and each platform's rules (Section 8).
Taxes: the Commission is your income. You handle your own taxes, and you must give us the taxpayer information we ask for (Section 14).
You are not our employee: you are an independent contractor (Section 13).

Example. A Referred customer's first Qualifying payment is $60.00. Your Commission is $15.00. It becomes payable 60 days later. If your total cleared balance is then at least $50.00 and your Stripe account is ready, it is included in the next payout run. If that customer later renews, upgrades, or buys anything else, you earn nothing further for that customer.

1. Definitions

Affiliate (also "you") means a person whose application under Section 2 we have approved and whose participation we have not ended.
Affiliate link means the unique link, and the code inside it, that we issue to you.
Referred customer means a person who creates a new HiringCoach.ai account after following your Affiliate link and whom our systems attribute to you under Section 3.
Qualifying payment means the first payment by a Referred customer on a HiringCoach.ai consumer subscription that (a) succeeds, (b) is at least US $5.00 actually paid after any discount, and (c) is a subscription's first charge or a regular renewal charge. Prorations, plan changes, and other adjustments are never Qualifying payments. If a Referred customer's first charge does not meet this test, for example because it is a promotional charge below $5.00, the next regular charge that does meet it can be the Qualifying payment.
Commission means the amount described in Section 4.
"Including" means "including without limitation".

2. Applying, eligibility, and approval

Participation is by application and approval. We review every application and may accept or decline it at our discretion, with or without giving a reason. To be eligible you must:

hold an active HiringCoach.ai account in good standing;
be at least 18 years old and able to form a binding contract;
be a resident of the United States. The Program is US-only. You attest to your US residency in the application, and Stripe separately verifies your identity before we can pay you (Section 5);
tell us the US state you live in, and tell us at [email protected] if it changes; and
not be an Elite employee or contractor, or a member of the same household as one.

We may decline, restrict, or end participation for residents of a particular state or locality, including where your activity there would create a tax registration, collection, or filing obligation for us.

Approval is personal to you, is limited to one affiliate account per person, and is not transferable. Applying gives you no rights until we approve you and issue your Affiliate link. We may suspend or remove an Affiliate under Section 11.

3. Attribution

How attribution works. When someone follows your Affiliate link, we place a first-party cookie in that browser containing only your affiliate code. The cookie lasts 90 days. It contains no personal information and is used for no other purpose.

Last touch. If that person later follows a different affiliate link before signing up, the newer code replaces yours and the other Affiliate is credited.

Confirmation. Attribution is recorded only when that person creates a new HiringCoach.ai account and the attribution is confirmed within 7 days of that account being created. Attribution does not happen if the person already had an account, if more than 7 days pass, or if the cookie is no longer present, for example because they cleared cookies, used private browsing, or signed up on a different browser or device. Cross-device sign-ups often do not attribute. That is a limitation of cookie-based attribution and not a defect we compensate for.

Use the link as issued. Your Affiliate link must be used in the form we issue it. A link that has been edited, or that points somewhere other than the page we issue it for, may not set the cookie and may not attribute.

One attribution only. A person is attributed to at most one Affiliate, and to at most one of this Program and the friend referral program, whichever valid attribution our systems record first. You cannot be credited for your own account or for any account you control.

While you are suspended or removed, your Affiliate link stops attributing.

Clicks. We do not currently report clicks or link visits. Your dashboard shows sign-ups, conversions, and earnings.

Attribution is determined by our systems and records, which are authoritative absent manifest error.

4. Commission

For each Referred customer you earn a one-time Commission equal to 25% of that customer's first Qualifying payment, rounded down to the nearest cent.

There is no Commission:

on renewals, upgrades, later purchases, or any other payment by the same customer, so at most one Commission is ever earned per Referred customer;
on free trials, on payments that fail, or on payments below US $5.00;
on prorations, plan-change charges, or other adjustments; or
on coach plans, institutional plans, or other business or partner arrangements, which are outside the Program.

No deductions. The amount we transfer is your full Commission. We pay our own costs and Stripe's fees for the transfer and do not take them out of your Commission.

Commission rates and other Program terms may change for future referrals under Section 12. A change never reduces a Commission you have already earned.

5. Clearing, payment, and your Stripe account

Clearing. A Commission becomes payable 60 days after we record it. We record it when we receive the Qualifying payment. If a Commission is held for review under Section 7 and later released, the 60 days still run from the original date. Approval does not restart the clock.

Payout floor. Cleared Commissions are paid once your cleared balance reaches US $50.00. Smaller balances carry over to a later run. Section 11 says what happens to a balance below the floor if the Program ends or we remove you without cause.

How payment is made. Payouts are sent by transfer to a Stripe connected account that you open through us. Before we can pay you, you must complete Stripe's onboarding, including the identity verification and tax information Stripe collects, and Stripe must have enabled transfers to your account. Your relationship with Stripe is governed by the Stripe Connected Account Agreement, which you enter into directly with Stripe. Stripe, not us, controls verification, payout timing to your bank, and any hold or restriction it applies under its own terms. You must keep that account in good standing and its information accurate. We cannot pay you without it.

Commissions still accrue and clear while your Stripe onboarding is incomplete. We simply cannot pay them until it is done.

When payouts happen. We run payouts periodically, and we aim to run them at least monthly. We do not guarantee a payout run on any particular date, or in any particular month. A balance that is cleared and at or above the floor when a run starts is included in that run. Runs are started by us rather than on a fixed calendar date, so the day of the month can move. If a transfer fails, the amount stays in your balance and is included in a later run.

Currency. All amounts are in US dollars, and Commissions are paid only in US dollars. We do not pay interest on any balance.

Set-off. We may set off any amount you owe us under this Agreement against any amount we owe you.

6. Refunds, disputes, and reversal

If the Qualifying payment behind a Commission is fully refunded, charged back, disputed, or otherwise reversed before the Commission is paid out, that Commission is cancelled and will not be paid.

A partial refund does not cancel a Commission. We record it and may review the referral.

If we have already paid a Commission and the underlying payment is later reversed, we may set off the amount against future Commissions. We will ask you to repay money you have already received only where the referral involved fraud or your breach of this Agreement.

Commissions connected with conduct prohibited by Section 9, or created by error, duplication, or a technical fault, may be withheld, cancelled, or reclaimed whether or not they have cleared, subject to the notice in Section 11.

7. Review and holds

Referrals and Commissions are automatically screened for signals associated with abuse. Screening may consider, among other things, relationships between accounts including matching contact details, payment characteristics including a shared payment method, sign-up patterns including a shared network fingerprint held in non-reversible (hashed) form, and how many conversions arrive and how quickly.

There is no cap on what you can earn. Where conversions arrive in unusual volume for the period, we hold the ones at or above the threshold we set for human review rather than declining them. Genuine performance is released and paid.

A Commission is also held for review when your own affiliate standing is not approved at the moment the conversion happens, and when screening cannot complete because of a technical fault. Holding in those cases is a safety default, not a finding about you.

A flagged Commission is held for human review rather than cleared automatically. Held Commissions may be released or declined at our discretion, exercised in good faith. A released Commission keeps its original clearing date. A declined Commission is not paid.

Being held is not an accusation of wrongdoing. Legitimate referrals are sometimes flagged and are released on review. We aim to complete review promptly, normally within a few business days. If you believe a decision is wrong, contact us under Section 23.

8. Your promotion obligations

You are responsible for how you promote HiringCoach.ai. You must:

Disclose your relationship. You must clearly and conspicuously disclose that you earn a commission from sign-ups through your link, in compliance with the FTC's Endorsement Guides (16 CFR Part 255) and any equivalent rules that apply to you. The disclosure must be close to the link or the recommendation, in the same medium, and easy to notice and understand. Plain wording such as "I earn a commission if you sign up through my link" works. A disclosure buried in a comment, hidden behind a "more" link, placed at the end of a long post, or left to a platform's built-in tag alone does not comply.
No outcome claims, in any channel. You must not state or imply, in any promotional material of any kind, whether advertising, organic posts, video, audio, email, or messaging, that HiringCoach.ai will or did produce a job, an interview, an offer, a salary result, or a hiring timeline. This applies however the claim is phrased, including as a question, a headline, a caption, or an account of your own experience. You may describe your own genuine experience of using the product, but you must not quantify an employment outcome, meaning no counts of interviews or offers, no salary figures, no days to hire, and you must not present your experience as typical or as what others should expect.
Tell the truth. You must not make claims about HiringCoach.ai, its features, its pricing, or its results that we have not published. HiringCoach.ai does not guarantee interviews, job offers, or employment, and you must not state or imply otherwise. You must not make earnings or income claims about the Program or about what other people earn, and you must not present your own results as typical.
Keep reviews and testimonials honest. Any review, testimonial, or success story you publish must reflect the honest, current experience of a real person, must not be fabricated or bought, and must disclose your material connection to us. This reflects the FTC rule on consumer reviews and testimonials (16 CFR Part 465). You may publish a review, testimonial, or account of your own results only if you are, or have been, a paying HiringCoach.ai subscriber and the account is your own genuine experience. You must not publish, commission, or repost a testimonial by anyone else.
Follow email and messaging law. Send commercial email only to people who have agreed to hear from you. Any commercial email you send must comply with the CAN-SPAM Act: accurate headers and "from" line, a non-deceptive subject line, identification as an advertisement where required, your own valid physical postal address, and a working opt-out that you honor promptly. You must never send email, texts, or messages that appear to come from HiringCoach.ai or Elite, and you must never use our address as the sender or reply-to. You must not send to any list you purchased, rented, harvested, scraped, or otherwise obtained from a third party, whatever that party represents about consent. Every commercial email promoting HiringCoach.ai must disclose your commission relationship in the body of the message itself.
Follow the rules of every platform you post on, and all applicable law.
Keep records. Keep reasonable records of where and how you promoted, including channels, handles, sites, and example posts, for 12 months, and give them to us within 10 business days if we ask.

Our review. We may review your promotional material, including publicly available material, and require you to change or remove anything that does not comply with this Agreement or the law. We are not obliged to review any particular material, and our review or silence is not approval or an endorsement of your material.

9. Prohibited conduct

The following are prohibited and are grounds for the actions in Section 11:

Self-referral and control. Referring yourself, accounts you control, or paying, rebating, or otherwise compensating people to subscribe.
Fake or automated traffic. Fake, duplicate, or automated accounts, bots, purchased sign-ups, or any artificial inflation of clicks, sign-ups, or subscriptions.
Brand bidding and impersonation. Bidding on HiringCoach.ai or Elite brand terms in paid search, using our name in ad copy or a display URL, registering domains, subdomains, app names, or social media handles confusingly similar to ours, or presenting yourself as HiringCoach.ai, as Elite, or as our employee, agent, or spokesperson.
Spam. Bulk unsolicited email or messaging, comment spam, or misleading posts.
Outbound calling and messaging. Promoting HiringCoach.ai by SMS or MMS, ringless voicemail, autodialed or prerecorded calls, or any other outbound telephone marketing, whether or not you believe you have consent.
Coupon and discount framing. Presenting your Affiliate link on coupon, deal, or discount-aggregation sites, or as a general public discount rather than a recommendation.
Cookie stuffing and injection. Setting the attribution cookie without a genuine, deliberate click on your link, including through iframes, redirects, pop-unders, scripts, browser extensions, toolbars, or any software that inserts links into pages.
Unsuitable placements. Promoting through material that is unlawful, infringing, hateful, harassing, adult, or directed at people under 18.
Circumvention. Attempting to evade attribution rules, screening, the clearing period, the payout floor, or any other control in the Program.
Outcome and earnings claims. Breaching the outcome-claim rule in Section 8.2 or the earnings-claim rule in Section 8.3, in any channel and however the claim is phrased.

Paid advertising is allowed. You may run paid search, paid social, and other paid placements on terms that are not our brand terms, provided you follow this Section, the disclosure and truthfulness duties in Section 8, and the licence limits in Section 10. Your ads and their landing pages must never appear to be published by HiringCoach.ai or Elite. Where an ad format cannot carry a clear and conspicuous disclosure, for example a character-limited search ad, the ad must not be phrased as a personal endorsement, testimonial, recommendation, or first-person account, and the landing page must carry the disclosure above the fold and before any link or call to action. Every paid placement must land on a page you control. You must not route paid traffic through a third-party redirect, cloaked URL, or a page you cannot edit or take down. If you run paid search, you must add "HiringCoach", "HiringCoach.ai", "HiringCoach AI", and close variants as negative keywords in every campaign. We may ask you to stop a specific paid placement, and you must stop it within 2 business days. If we ask you to edit or remove organic material, you must do so within 5 business days. Commissions already earned from a placement before we ask you to stop it are not cancelled if you stop it within that time.

10. Limited licence to use our name and materials

Licence. While you are an approved Affiliate, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to use the HiringCoach.ai name, and any logos, screenshots, and promotional materials we make available to Affiliates, for the sole purpose of identifying HiringCoach.ai and linking to it through your Affiliate link. You must use the materials we supply unaltered, though you may take and use your own screenshots of the product, and you may always state accurate facts and describe your own genuine experience.

Commercial use is authorized. Elite expressly authorizes you to use the HiringCoach.ai site and materials for the commercial purpose of promoting them under this Agreement. The personal, non-commercial use limit and the restriction on commercial exploitation in the Terms of Service do not prohibit this permitted use.

Limits. You must not alter our logos, combine them with your own marks in a way that suggests joint branding or endorsement, use them in your business name, domain, handle, app name, or ad display URL, or register anything confusingly similar. All goodwill from your use belongs to Elite. We may require you to change or stop any use.

When it ends. This licence ends automatically when your participation ends. You must then stop using our name and materials as promotional assets and remove or take down affiliate placements within 5 business days. You may still describe your past participation truthfully.

Your material. You keep ownership of the content you create. You grant us a non-exclusive, royalty-free licence to reproduce and store your promotional material for compliance review and record-keeping. We will not use your promotional material in HiringCoach.ai's own advertising. The licence in this paragraph is for compliance review and record keeping only.

11. Suspension, removal, and what happens to your balance

We may suspend or remove you from the Program at any time, with or without cause, effective when we notify you through the Program dashboard or your registered email address. You may leave the Program at any time by telling us.

While you are suspended, your Affiliate link stops attributing and no new referrals are recorded. A referral that was already attributed before your suspension can still convert. If it does, the Commission is held for review under Section 7 and a person decides whether to release it.

If we remove you without cause, if you leave, or if we end the Program: Commissions you have already earned continue through clearing and are paid under Section 5. If your remaining cleared balance is below the payout floor in any of those cases, we will still pay it once those Commissions have cleared.

If we remove you for breach of this Agreement or for fraud: we may withhold and cancel Commissions connected with that conduct. We may cancel your entire unpaid balance, cleared or not, only where we determine in good faith that the conduct was fraudulent or that it makes the reliability of your referrals as a whole doubtful. Before we cancel a balance on that basis we will tell you the reason and give you at least 14 days to respond, unless the law, an ongoing fraud risk, or a third party's requirement prevents us. We may also pursue any other remedy available to us in law.

A failure to produce records under Section 8.7, standing alone, is not grounds to cancel an earned Commission.

We will not cancel Commissions as a penalty for lawful competition, for promoting other products, for leaving the Program, or for raising a good-faith dispute.

12. Changes and ending the Program

We may change this Agreement, the Commission rate, the clearing period, the payout floor, or any other Program term, and we may end the Program entirely.

Notice. For a material change we will give at least 14 days' notice through the Program dashboard or your registered email address before it takes effect. A change is material if it affects the Commission rate, the clearing period, the payout floor, eligibility, what happens to your balance, or dispute resolution.

Prospective only. Changes apply to referrals attributed after the change takes effect. They never reduce a Commission you have already earned or change how an already earned Commission is treated.

If you do not accept a change, stop promoting and tell us before it takes effect. Your earned Commissions are then treated as a removal without cause under Section 11. If you keep promoting after the change takes effect, you have accepted it.

If we end the Program, Section 11's without-cause treatment applies to earned balances.

13. You are an independent contractor

You are an independent contractor. This Agreement does not create any employment, agency, partnership, joint-venture, or franchise relationship. You are not our employee, agent, or representative, you may not bind us to anything, and you have no authority to accept payments, offer refunds, or make commitments on our behalf.

As an independent contractor, you and not we:

decide whether, when, where, how often, and through which channels you promote;
provide your own equipment, accounts, websites, and tools, and bear your own costs;
are free to promote other products, including our competitors, with no exclusivity; and
are subject to no quotas, minimums, schedules, territories, scripts, required methods, or performance reviews from us. We do not set any.

You are not entitled to any employee benefits. We do not withhold payroll taxes, and we do not provide workers' compensation or unemployment insurance for you.

Risk controls such as screening, holds, the clearing period, and the payout floor exist to manage payment and fraud risk. They are not penalties and are not supervision of how you work.

14. Taxes and information reporting

Commissions are your income and you are responsible for all taxes on them. We do not give tax advice.

We or Stripe may be required to report the amounts we pay you to tax authorities. You must give us or Stripe the taxpayer information we request, which may include an IRS Form W-9, and keep it accurate. We may delay or withhold a payout until you do. We may withhold amounts from a payout where the law requires it.

No particular tax form is promised, and no particular method of reporting is promised. You remain responsible for determining and meeting any other federal, state, or local reporting obligation you have.

15. Privacy and data protection

What you see. Your affiliate dashboard shows aggregate statistics and per-conversion records limited to the date, the plan, the amounts, and the status. You are never shown the identity of a Referred customer: no name, no email address, no account details. Do not attempt to identify a Referred customer or to contact anyone as a customer of ours.

What we process about referrals. To operate the Program and detect abuse we process limited information about referrals, including a record linking accounts, sign-up context stored in a non-reversible (hashed) form, and payment references from our payment processor. We do not store a raw IP address or browser user-agent against a referral.

What we process about you. We process your application, including the audience and promotion information you give us; a record of your acceptance of this Agreement including the date, the version, and a hashed record of your IP address; your Commission and payout records; and limited account status information from Stripe. The identity, bank, and tax information you give Stripe is held by Stripe under its own agreement with you.

We handle personal data as described in the Privacy Policy, and we do not sell it.

Data you collect. If you collect personal data from the people you promote to, for example an email list, you are responsible for it: your own privacy notice, your own lawful basis or consent, your own security, and your own handling of opt-outs and privacy requests. Do not send us that data.

16. Confidentiality

Non-public information we give you about the Program, including screening details, review reasons, unreleased rates, and dashboard data other than your own results, is confidential. Use it only to take part in the Program and do not publish it. This does not stop you from making the disclosures Section 8 requires or from truthfully describing your own participation.

17. Your representations

You represent and warrant that: (a) you have the capacity and authority to enter this Agreement and are at least 18 years old; (b) you are a US resident and the information you give us is accurate and current; (c) you own or control the channels, sites, and accounts through which you promote; (d) your promotion complies with this Agreement, all applicable law, and the rules of each platform you use; and (e) your promotional material does not infringe anyone's rights.

18. Indemnification

You will defend, indemnify, and hold harmless Elite and its officers, directors, employees, and agents from and against third-party claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) how you promote HiringCoach.ai, including any claim you make about it; (b) your breach of this Agreement or of any representation in it; (c) your violation of any law, including advertising, endorsement-disclosure, anti-spam, telemarketing, privacy, and tax law; (d) your infringement or misappropriation of a third party's rights; and (e) taxes you fail to pay. This Section does not apply to the extent a claim arises from Elite's own negligence, willful misconduct, or breach of this Agreement.

We will promptly notify you of a claim, give you control of the defense and settlement (except that you may not agree to a settlement that imposes an obligation on, requires an admission by, or fails to fully release, Elite, without our consent), and reasonably cooperate at your expense. We may participate with our own counsel at our own cost.

19. Disclaimers

THE PROGRAM IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, ELITE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTY THAT THE PROGRAM, ITS TRACKING, OR ITS REPORTING WILL BE UNINTERRUPTED, ACCURATE, OR ERROR-FREE.

We do not guarantee any level of traffic, clicks, sign-ups, conversions, Commissions, or income, or that taking part will be profitable for you. We may change the HiringCoach.ai product, its plans, and its pricing at any time, which may change what a Commission is worth or whether one is earned at all.

20. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, ELITE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR GOODWILL.

Except for the liabilities described in the next paragraph, Elite's total aggregate liability arising out of or relating to this Agreement will not exceed the greater of: (a) the total Commissions paid or payable to you in the 12 months before the event giving rise to the first claim; or (b) US $1,000.

These limits do not reduce our obligation to pay Commissions actually due to you under this Agreement. Those are payment obligations, not damages. Nothing here limits liability for fraud, willful misconduct, or gross negligence, for death or personal injury caused by negligence, or for any liability that cannot lawfully be limited or released, including under California Civil Code Section 1668.

This Section replaces the limitation of liability in the Terms of Service for Program matters.

21. Dispute resolution, arbitration, and governing law

Please read this Section carefully. It affects your legal rights. It replaces the dispute resolution section of the Terms of Service for disputes about the Program.

Informal resolution first. Before starting an arbitration, you and we will try in good faith to resolve the dispute informally for 30 days after written notice.

Binding individual arbitration. Except as stated below, any dispute arising out of or relating to this Agreement or the Program will be resolved by binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules and, where you qualify as a consumer, its Consumer Arbitration Rules and the Consumer Due Process Protocol, and not in court. The Federal Arbitration Act governs this Section. The arbitration will take place in the county where you live, or by telephone or videoconference, at your election. Elite will pay the AAA filing, administrative, and arbitrator fees that exceed the cost of filing the same claim in court, except that the arbitrator may reallocate fees for a claim the arbitrator determines was frivolous or brought for an improper purpose.

Class-action and jury waiver. You and Elite waive any right to a jury trial and to bring or take part in a class, collective, consolidated, or representative action. Claims must be brought in an individual capacity. This waiver is a material and non-severable part of this arbitration agreement. If it is found unenforceable as to a particular claim, that claim, and only that claim, must proceed in court, and the rest of this Section survives.

Exceptions. This Section does not require arbitration of: (a) claims that may be brought in small-claims court; (b) either party's request for temporary or preliminary injunctive relief to protect intellectual property or confidential information, pending arbitration; (c) any claim that by law may not be subject to pre-dispute arbitration, including under the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act; or (d) a claim for public injunctive relief to the extent a pre-dispute agreement to arbitrate it is unenforceable under applicable law, including the California rule of McGill v. Citibank, N.A., which is severed and may be brought in court while the rest of this Section continues to apply.

Your right to opt out. You may opt out of this Section by sending written notice to [email protected] within 30 days after you first accept this Agreement, stating your name, your account, and that you are opting out. If you opt out, neither party is required to arbitrate and covered disputes proceed in the courts named below. Opting out affects only this Section.

Governing law and venue. This Agreement is governed by the laws of the State of California, without regard to conflicts principles. Where arbitration does not apply, the parties consent to the exclusive jurisdiction and venue of the state courts in the City and County of San Francisco, California, and the United States District Court for the Northern District of California. Mandatory consumer-protection or other laws of your home jurisdiction that cannot be waived by contract continue to apply.

22. General

Notices. Notices to us must be sent to [email protected] and are effective on receipt. Notices to you may be given through the Program dashboard or your registered email address and are effective when sent. Keep your email address current.

Assignment. You may not assign or transfer this Agreement or your affiliate account, by operation of law or otherwise, without our prior written consent, and any attempted assignment without it is void. We may assign this Agreement, including in connection with a merger, acquisition, reorganization, or sale of assets.

Entire agreement. This Agreement, together with the Terms of Service and Privacy Policy as they apply to the Program, is the entire agreement between you and Elite about the Program and supersedes any earlier discussion, statement, or understanding about it. This Agreement controls any conflict on a Program-specific matter.

Severability. If any provision is held unenforceable, the rest stays in effect and the unenforceable provision is enforced to the maximum extent permitted, except as Section 21 provides for the class-action waiver.

Survival. Sections that by their nature should survive the end of your participation survive it, including Sections 1, 4 (as to Commissions already earned), 5, 6, 8.7, 9, 10 (as to the end of the licence), 11, 14, 15, 16, 17, 18, 19, 20, 21, 22, and 23.

No third-party beneficiaries. This Agreement benefits you and Elite only, except that the people we name in Section 18 may rely on that Section.

Force majeure. Neither party is liable for a delay or failure to perform, other than a payment obligation, caused by events beyond its reasonable control, including internet or utility failures, government action, and third-party service provider outages, including Stripe's.

Waiver and construction. Our failure to enforce a provision is not a waiver. Headings are for convenience only. No rule of construction against the drafter applies. This Agreement is drafted in English, which is the controlling language.

Electronic acceptance and records. Checking the acceptance box and submitting your application is your electronic signature and has the same effect as a handwritten signature under the E-SIGN Act and applicable state law. We record the version of this Agreement you accepted and the date. You consent to receive this Agreement and related notices electronically, and you may request a copy at any time.

Our records. Our records are authoritative for attribution, Commission, and payout calculations, absent manifest error.

Your other rights. Nothing here limits any right you have that cannot be limited under the law of your jurisdiction, including consumer-protection rights.

23. Contact

Questions about the Program, an application, or a decision under Section 7 or Section 11: [email protected]. Legal notices: [email protected].

HiringCoachAI Affiliate Program Agreement