AgentFire Affiliate Agreement

This Affiliate Agreement (“Agreement”) contains the complete terms and conditions between us, Dark Galaxy Limited doing business as AgentFire.com (“AgentFire”) and you, regarding your application to and participation in, the AgentFire Affiliate Program (the “Affiliate Program”) as an affiliate of AgentFire (an “Affiliate”), and the establishment of affiliate links and affiliate codes (“Affiliate Code”, “Affiliate Link”) required to participate in the program.

By submitting an application or participating in the Affiliate Program, you confirm that you have read and understood this Agreement and the AgentFire Terms and Conditions, and that you agree to be legally bound by them.

1. Definitions

“Affiliate” – The business, individual, or entity applying to, or participating in the Affiliate Program, or that displays AgentFire’s products and Services and/or promotions on its website, or other means, using an affiliate code and/or tracking code in exchange for receiving a commission from AgentFire for sales directly resulting from such display.

“Affiliate Site” – Any website, landing page, email or Social Media page used to promote, advertize or link to your AgentFire Affiliate Page

“Affiliate Page” – Unique signup page provided by AgentFire after participating in the AgentFire Affiliate Program

“AgentFire’s Products and Services” – Hosted Websites and related products and services that are available for purchase from AgentFire.

“Commission Fees” – The amount you will be paid for each Qualified Purchase by a Referred Customer that you refer to AgentFire subject to the Commission Threshold and pursuant to the terms of this Agreement.

“Commission Threshold” – The amount of Commission Fees an Affiliate must accrue prior to receiving a payment from AgentFire.

“Qualified Purchase” – A sale of AgentFire Products, with a term of sixty (60) days or longer, to a Referred Customer that is not excluded under Section 7.

“Referred Customer” – Each new and unique paying customer referred from Affiliate through a Affiliate Code and/or Tracking Link (as defined in Section 3), that provides valid account and billing information.

2. Enrollment in the AgentFire Affiliate Program

a) We will evaluate your application in good faith and will notify you of your acceptance or rejection in a timely manner. We may reject your application if we determine (in our sole discretion) that your business is not suitable for the Affiliate Program for any reason, including, but not limited to the terms of this Agreement.

b) If we reject your application, for any reason, you may not re-apply to the Affiliate Program. AgentFire, in its sole discretion, reserves the right to notify or not to notify any prospective affiliate of their rejection or removal from the Affiliate Program at any time.

3. Promotion of Our Affiliate Relationship

a) Use of Links

If you qualify and agree to participate as an Affiliate, we will make a landing page available to you (referred to herein as a “landing page”, “affiliate link” or collectively, as the “Links”). The page will serve to identify your business as a member of the Affiliate Program and will establish a link from your promotional content to AgentFire’s website. You agree to cooperate fully with us in order to establish and maintain such Links. You further agree that your use of the Links must be in compliance with this Agreement at all times. AgentFire may modify the landing pages from time to time in its sole discretion. You will not use graphic or textual images (indicating a Link) or text messages to promote AgentFire that are not approved in advance by AgentFire. Furthermore, you agree not to use cookie stuffing techniques that set the affiliate tracking cookie without the Referred Customer’s knowledge (e.g. iframe). Any information with respect to AgentFire that is going to be displayed on the Affiliate content must be pre approved by AgentFire in writing.

b) Disclaimer

Except as expressly permitted in this Agreement, you may not use the AgentFire name, trademarks, logos, or other intellectual property (“AgentFire IP”)—including any misspellings or variations thereof—without AgentFire’s prior written consent.

Prohibited uses include, but are not limited to:

  1. Registering AgentFire IP in domain names, social handles, or URLs.
  2. Using AgentFire IP in paid search advertising, keyword bidding (e.g., Google Ads), meta tags, or hidden code intended to manipulate search rankings.
  3. Engaging in any conduct that may cause confusion regarding AgentFire’s brand or suggest an affiliation beyond what is explicitly allowed in this Agreement.

 

Any unauthorized use of AgentFire IP shall constitute a violation of our intellectual property rights and may result in legal action, including claims for damages and reimbursement of legal fees.

c) Discounts, Credits, Refunds

You are not allowed to exhibit any discounts, refunds or credits of the AgentFire Products and Services, or any content that in any way alters the look, feel, or functionality of the AgentFire Product and Services, without AgentFire’s prior written consent in each instance. Affiliates may only exhibit pricing that is provided exclusively through the Affiliate Program using Affiliate Codes and Affiliate Links. Any violations of the terms surrounding links, coupons, refunds, credits or discounts shall constitute a material breach of this Agreement, and may result in your termination from the Affiliate Program or the withholding of Commission Fees.

4. FTC Endorsement Compliance

a) It is the intent of AgentFire to treat all of our customers fairly. Accordingly, we require all AgentFire Affiliates to comply with applicable laws, regulations and guidelines concerning advertising and marketing, including without limitation, the Federal Trade Commission (FTC) Endorsement Guides, which require that material connections between advertisers and endorsers be disclosed. This means that all Affiliate Sites (e.g. directories, review/rating websites, blogs, and other websites) and any email or collateral that provide an endorsement or assessment of AgentFire’s Products and Services must prominently disclose the fact that you receive compensation for Referred Customers. You are advised to seek and obtain your own legal advice on how these rules apply to your website or other promotional activities for which you receive compensation.

b) AgentFire reserves the right to withhold Commission Fees and cancel the affiliate relationship with you should we determine, at our sole discretion, that you are not in compliance with the previously mentioned guide or other FTC regulations or guides that we deem relevant.

5. Data Security

In addition to the obligations set forth in Section 4 (FTC Endorsement Compliance), Affiliate shall comply with all applicable data protection laws regarding the transmission of data exported to or from the United States or the country in which Affiliate resides, including without limitation, the General Data Protection Regulation 2016/679 of European Parliament and of the Council of 27 April 2016 (the “GDPR”). Affiliate, as a controller under the GDPR, shall also implement appropriate technical measures to ensure a level of security appropriate to the risk, taking into account the nature, scope, context, and purpose of processing any personal data. Affiliate agrees to promptly assist AgentFire in complying with any data subject rights request under the GDPR that AgentFire may receive from any individuals referred to AgentFire by Affiliate. Affiliate further agrees to promptly assist AgentFire in complying with any duties to cooperate with supervisory authorities under the GDPR.

6. Order Processing

AgentFire will process orders placed by Referred Customers who either use the Affiliate Code or follow the Affiliate Link or during checkout. We reserve the right, in our sole discretion, to reject orders that do not comply with certain requirements that we may establish from time to time. All aspects of order processing and fulfillment, including AgentFire’s services, cancellation, processing, refunds and payment processing will be our responsibility. We will track the Qualified Purchases generated by your Affiliate Code or Affiliate Link and will make this information available to you through our reports.

7. Commission Determination; Qualified Purchases

a) Commissions will be calculated based on either: (i) the standard commission rates displayed on the AgentFire Affiliate Program page, or (ii) a custom agreement made in writing between the Affiliate and AgentFire. These commissions are subject to the accrual conditions set forth in Section 8 below. A “Qualified Purchase” does NOT include the following:

A purchase by a Referred Customer that has transferred from any AgentFire partners or subsidiaries.

A purchase by a Referred Customer who is also associated with any other AgentFire reseller, referral, or other program.

A purchase by a Referred Customer that is not up to date on its payments or is subject to a refund, referral, or other program.

A purchase that was completed prior to the Affiliate joining the Affiliate Program or was not tracked properly through an Affiliate Code and/or Affiliate Link.

A purchase by a Referred Customer that has not been in good standing for a period of at least thirty (30) days or is in violation of AgentFire’s Terms of Service, or other applicable policies at the time the Commission Fees accrue.

A purchase that AgentFire suspects, in its sole discretion, is the result of fraud, which shall include but is not limited to, the use of software that generates real and fictitious information, multiple accounts from the same customer, or the referral of accounts that do not comply with this Agreement.

A purchase referred by an Affiliate that has an excessive cancellation rate as determined in AgentFire’s sole discretion.

A purchase by a Referred Customer if the Referred Customer was offered or received coupons, refunds, credits or discounts from the Affiliate.

A purchase by a Referred Customer if the Affiliate or Referred Customer is in or is promoting a business-opportunity program, as determined by us in our sole discretion.

b) AgentFire reserves the right to withhold payment of initial Commissions Fees to Affiliates who are new to the Affiliate Program, or who have commissions that are potentially fraudulent as determined by AgentFire in its sole discretion, to determine the legitimacy and cancellation rates of Referred Customers. AgentFire may also withhold or reverse Commission Fees for Referred Customers whose billing accounts are not in good standing, are under investigation, or have a history of irregular payments, as determined by AgentFire in its sole discretion.

c) AgentFire reserves the right to suspend the payment of Commission Fees at any time and indefinitely, if it suspects fraud or other improper activity or a potential breach of any of the terms of this Agreement by the Affiliate or a Referred Customer. AgentFire reserves the right to deduct from Affiliate’s current and future Commission Fees any and all Commission Fees corresponding to any fraudulent, questionable, and cancelled purchases.

d) AgentFire reserves the right to immediately cancel or withhold for later review any Commission Fee that fails to meet the criteria of a “Qualified Purchase.” Affiliate is responsible for monitoring the payment, denial, and withholding of Commission Fees; AgentFire is not obligated to actively notify Affiliates of the status of Commission Fees. If Affiliate has a question about a Commission Fee that has been cancelled or withheld, Affiliate has thirty (30) days from the day the payment would have been due to contact AgentFire to request that the Commission Fee be paid. Any changes to decisions about cancelled or withheld Commission Fees are strictly made in AgentFire’s sole discretion.

e) Commissions for any Referred Customer who is associated with any AgentFire reseller, referral or other program may not be considered a Qualified Purchase. In other words, you may not receive double commissions or compensation.

f) In the event that the Referred Customers that are referred to AgentFire by an Affiliate are determined to have an excessive cancellation rate, as determined by AgentFire in its sole discretion, AgentFire reserves the right to withhold or decline pending and future Commission Fees to such Affiliate.

g) Any attempt by an Affiliate to manipulate, falsify or inflate Referred Customers, Qualified Purchases, or Commission Fees to intentionally defraud AgentFire or any violation of the terms of this Agreement constitutes immediate grounds for AgentFire to terminate the Affiliates participation in the Affiliate Program and will result in the forfeiture of any Commission Fees due to the Affiliate.

8. Accrual of Commissions

Commissions will accrue and only become payable once you (i) provide all relevant tax and address documentation pursuant to Section 9 below and (ii) reach the agreed terms of Commission Thresholds based on the commission rates stated on AgentFire Affiliate Program page. Once a commission has accrued under this Section 8, the amount of such commission (the “Commission Fee”) shall be due and payable to you under the terms of Section 9. AgentFire reserves the right to change the Commission Threshold by amending this Agreement and will notify you for any such amendment pursuant to the terms of this Agreement.

9. Commission Payments

a) Subject to the terms of this Agreement and the accrual of commissions as set forth in Section 8 above, commissions will be calculated according to the specified US dollar amount for each Qualified Purchase that accrues during the period for which such commission fee is being calculated.

b) AgentFire will only compensate you for Qualified Purchases made in accordance with this Agreement and any addendums that were previously agreed.

c) Commission Fees shall be paid based on the current information in your Affiliate profile. You are required to notify us promptly of any change in your billing information.. It may take up to two payout cycles for changes to take effect.

d) AgentFire provides commission tracking and payments through PartnerStack, subject to the following conditions:

  • By participating in the AgentFire Affiliate Program, you agree to PartnerStack’s terms and conditions.
  • You will be asked to provide tax and bank information before completing the account approval process.
  • AgentFire shall not be held liable for any issues directly stemming from PartnerStack (including but not limited to server outages, transaction fees, conversion mistracking, or other issues not directly resulting from the fault of AgentFire).

e) AgentFire, at its sole discretion, reserves the right to modify the available commission payment methods or payment schedule at any time. Such changes shall take effect when posted.

f) Disputes: Affiliate agrees to file any disputes within thirty (30) days after the end of the month in which the sale or event that is disputed occurred. Disputes filed after thirty (30) days will not be accepted, and Affiliate forfeits forever any rights to a potential claim.

g) It is solely your responsibility to provide AgentFire with accurate tax and payment information through the PartnerStack portal. If AgentFire does not receive the necessary information within thirty (30) days of a Qualified Purchase, the applicable commissions shall not accrue and no Commission Fees will be owed with respect to such Qualified Purchase.

10. Reports of Qualified Purchases

You may log into your affiliate console to review your click through and potential Qualified Purchases statistics on a daily basis. The potential Qualified Purchases shown in this report have not been reviewed to confirm they meet all criteria for Qualified Purchases. As such, Commission Fees may not be issued for all Referred Customers that appear in the affiliate console.

11. Obligations Regarding Your Affiliate Site

a) You are solely responsible for where and how you promote your Affiliate Link or Affiliate Page, including the development and operation of any marketing channels you use. You must ensure Affiliate Pages are not distributed or promoted in misleading, spammy, or inappropriate locations. You are also responsible for ensuring that any reviews, descriptions, or references to AgentFire’s Products and Services that you publish—whether on your own site or elsewhere—are accurate, up to date, and do not misrepresent AgentFire in any way. AgentFire disclaims all liability for the manner in which you choose to represent or distribute your Affiliate Link or Affiliate Page.

b) We have the right in our sole discretion to monitor signups through your Affiliate Site from time to time to determine if you are in compliance with the terms of this Agreement. If you are not in compliance we may terminate your participation in the Affiliate Program effective immediately.

12. AgentFire Responsibilities

AgentFire will be solely responsible for order processing (including payment processing, cancellations, and refunds) for orders for AgentFire Products and Services placed by a Referred Customer following a Link from your Affiliate Site, for tracking the volume and amount of Qualified Purchases generated by your Affiliate Site, and for providing information to Affiliates regarding Qualified Purchase statistics. AgentFire will be solely responsible for all order processing, including but not limited to payment processing, cancellations, refunds and related AgentFire service.

13. Policies and Pricing

Referred Customers who purchase AgentFire Products and Services through your affiliate efforts will be considered AgentFire Customers. Accordingly, all AgentFire Terms and Conditions, policies, and operational procedures will apply to those customers. AgentFire reserves the right to update or modify its policies, pricing, and procedures at any time without notice.

AgentFire sets its own pricing for Products and Services, which may vary based on time, region, or affiliate. Because pricing may change, you should avoid listing fixed price information on your Affiliate Site or promotional materials unless explicitly authorized. AgentFire will make commercially reasonable efforts to provide accurate product information on its website but does not guarantee the availability or price of any particular Product or Service.

14. E-mails and Publicity

You may not create, publish, transmit, or distribute any bulk email messages (commonly referred to as “SPAM”) that reference AgentFire or its Affiliate Program without prior written consent from AgentFire, which may be granted or withheld at our sole discretion.

You may only send emails containing your AgentFire Affiliate Link or references to AgentFire Products and Services to recipients who have given prior consent to receive such communications from you. All email communications must comply with this Agreement, the CAN-SPAM Act of 2003, our Anti-Spam Policy, and all other applicable laws and regulations.

Failure to comply with this Section 14 will constitute a material breach of this Agreement and may result in the immediate forfeiture of any accrued Commission Fees and termination from the Affiliate Program.

15. Licenses and Use of AgentFire Logos and Trademarks

Subject to the limitations set forth in Section 3 and elsewhere in this Agreement, AgentFire grants you a non-exclusive, non-transferable, revocable license to:

  1. Access and link to the AgentFire website solely through the provided Affiliate Links and,
  2. Use AgentFire trademarks, logos, and other authorized brand assets (collectively, “Licensed Materials”) solely in connection with promoting AgentFire Products and Services through your Affiliate Site, and only as approved in advance by AgentFire.

 

You may not alter, modify, or misuse the Licensed Materials in any way. This license is valid only while you remain an Affiliate in good standing and in full compliance with this Agreement.

You may not use the Licensed Materials for any other purpose without prior written approval from AgentFire. Any proposed use outside of affiliate activity must be submitted to us for review and may only proceed upon written approval. You must not use Licensed Materials in any way that is misleading, harmful, disparaging, or that reflects negatively on AgentFire, its employees, clients, or brand.

AgentFire retains all ownership rights to the Licensed Materials and may revoke your license at any time upon written notice. This license automatically terminates upon the expiration or termination of your participation in the Affiliate Program.

You also grant AgentFire a non-exclusive, royalty-free license to use your name, company name, trademarks, and logos (“Affiliate Trademarks”) in marketing and promotional materials related to the Affiliate Program. AgentFire is not required to use Affiliate Trademarks, and may do so solely at its discretion. This license terminates when your participation in the Affiliate Program ends.

16. Term and Termination

a) This Agreement will remain in effect from the date of your acceptance into the Affiliate Program until terminated by either party (the “Term”). Either you or AgentFire may terminate this Agreement at any time, with or without cause, by providing written notice.

b) You are only eligible to earn Commission Fees on Qualified Purchases made during the Term. Commission Fees earned prior to termination will be paid only if the associated orders are not canceled within thirty (30) days and otherwise comply with the terms of this Agreement. AgentFire may withhold your final payment for a reasonable period to verify the legitimacy of the associated purchases and payments.

c) Any violation of this Agreement, AgentFire’s Terms and Conditions, or applicable law may result in immediate removal from the Affiliate Program and forfeiture of all accrued but unpaid Commission Fees.

d) AgentFire reserves the right to remove Affiliates for insufficient performance, including but not limited to:

  • Accounts older than 90 days with no conversions
  • Accounts older than 365 days with fewer than 10 conversions

e) AgentFire may suspend or terminate your participation in the Affiliate Program at any time, for any reason, at its sole discretion.

17. Modification

AgentFire reserves the right to modify this Agreement at any time, at its sole discretion. Any such changes will apply only to actions or events occurring after the effective date of the modification unless expressly agreed otherwise. All modifications will become effective when posted on the AgentFire website or otherwise made available to you.

Modifications may include, but are not limited to, changes in commission structures, payment procedures, eligibility requirements, and other program rules. If you find any modification unacceptable, your sole remedy is to terminate this Agreement. In such a case, you will retain any rights that accrued under the previous version of the Agreement prior to the modification date.

Your continued participation in the Affiliate Program after any modification becomes effective will constitute your binding acceptance of the updated terms.

18. Disclaimers

AgentFire makes no express or implied warranties or representations regarding the Affiliate Program or any AgentFire Products and Services offered through it. This includes, but is not limited to, any warranties of merchantability, fitness for a particular purpose, non-infringement, or any implied warranties arising from a course of performance, dealing, or trade usage.

We do not guarantee that our website or tracking systems will operate without interruption or error. AgentFire will not be liable for any consequences resulting from such interruptions or errors, including the failure to accurately track Referred Customers or Qualified Purchases.

Additionally, AgentFire uses third-party platforms such as PartnerStack to manage aspects of the Affiliate Program, including tracking, reporting, and commission payments. AgentFire shall not be held liable for any errors, outages, data discrepancies, or performance issues related to such third-party services.

19. Relationship of Parties

You and AgentFire are independent contractors. Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and AgentFire.

You have no authority to make or accept any offers or representations on behalf of AgentFire. You may not state or imply, whether on your Affiliate Site or in any other communication, that you are authorized to represent AgentFire in any capacity beyond what is explicitly permitted under this Agreement.

20. Representations and Warranties

You hereby represent and warrant to AgentFire that:

a) You have reviewed and understand this Agreement and agree to be bound by its terms.

b) Your acceptance of this Agreement and participation in the Affiliate Program will not violate:

  • (i) any applicable law, rule, or regulation;
  • (ii) any order, judgment, or decree applicable to you;
  • (iii) any provision of your charter documents (if applicable); or
  • (iv) any agreement or instrument binding upon you or your assets.

c) If you provide AgentFire with your company name, logo, or other branding materials (“Affiliate Trademarks”), you represent and warrant that you own the rights to them and are authorized to grant AgentFire a license to use them as described in this Agreement. You further represent that such use will not infringe on the rights of any third party.

d) No consent, approval, authorization, exemption, or filing is required from any third party or governmental authority in connection with your execution of this Agreement.

e) To the best of your knowledge, there are no pending or threatened legal actions or claims involving the Affiliate Trademarks.

f) During the Term, your Affiliate Site will not contain content that is unlawful, harmful, offensive, defamatory, obscene, harassing, or otherwise in violation of AgentFire’s Terms and Conditions or Acceptable Use Policy.

g) You are at least eighteen (18) years of age.
h) Each Referred Customer you generate is valid, genuine, and meets the criteria of a Qualified Purchase under this Agreement.

21. Limitation of Liability

AgentFire shall not be liable for any indirect, special, incidental, or consequential damages, or for any loss of revenue, profits, or data, arising out of or related to this Agreement or your participation in the Affiliate Program — even if we have been advised of the possibility of such damages.

Further, AgentFire’s aggregate liability under this Agreement shall not exceed the total Commission Fees paid or payable to you during the one (1) month period immediately preceding the event giving rise to the claim.

22. Indemnification

You agree to indemnify and hold harmless AgentFire, its subsidiaries, affiliates, directors, officers, employees, agents, shareholders, partners, and other representatives, from and against any and all claims, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees), to the extent such losses arise from:

  1. Any claim that AgentFire’s use of your Affiliate Trademarks infringes on the intellectual property rights of any third party;
  2. Any breach of your representations, warranties, or obligations under this Agreement; or
  3. Any claims related to your Affiliate Site, including its development, content, maintenance, or operation, that are not directly attributable to AgentFire.

23. Confidentiality

Each party agrees to keep confidential all non-public information disclosed in connection with this Agreement, including but not limited to: the terms of this Agreement, business and financial information, customer and vendor lists, pricing, sales data (including commission structures), and any other proprietary or sensitive information (“Confidential Information”).

Confidential Information may only be used for purposes directly related to this Agreement and may not be disclosed to any third party except where:

  • (a) the information is already lawfully known or independently developed by the receiving party,
  • (b) the information is or becomes publicly available through no fault of the receiving party,
  • (c) the information is lawfully received from a third party not bound by confidentiality obligations.

Notwithstanding the above, either party may disclose Confidential Information:

  • (i) pursuant to a valid subpoena or court order,
  • (ii) to legal, accounting, or other professional advisors bound by confidentiality, or
  • (iii) as otherwise required by law or regulatory authority.

If disclosure is required, the receiving party will provide the disclosing party with prior notice to the extent permitted by law.

24. Independent Investigation

You acknowledge that you have read this Agreement in full and agree to all of its terms and conditions. You understand that AgentFire may, at any time, solicit customer referrals on different terms than those offered to you, or operate websites that may compete with your own.

You have independently evaluated the benefits of participating in the Affiliate Program and are not relying on any representation, guarantee, or statement other than those expressly stated in this Agreement.

25. Independent Investigation

You may not assign, transfer, or delegate any of your rights or obligations under this Agreement without AgentFire’s prior written consent. This includes, but is not limited to, selling, transferring, or assigning your Affiliate account, branding, or commission rights to any third party, company, or individual. Any attempted assignment or transfer without consent will be null and void.

AgentFire may assign or transfer this Agreement without restriction.

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