CERTIFIED GROWTH PARTNER PROGRAM.

AFFILIATE GROWTH PARTNER AGREEMENT

1. Purpose

This Growth Partner Agreement (“Agreement”) establishes the terms under which approved partners may refer qualified clients to ProMotiveCar and participate in recurring revenue generated from those relationships.

This Agreement replaces a traditional affiliate structure with a strategic partner framework designed for long-term growth.

2. Partner Classification

Approved participants may qualify under one of the following levels:

Affiliate Partner

• 20% recurring revenue share (single location)

• 25% recurring revenue share (multi-location)

Certified Growth Partner

• 30% recurring revenue share (single location)

• 35% recurring revenue share (multi-location)

Strategic Growth Partner 

• Up to 40% recurring revenue share for strategic enterprise partners by invitation only.”

• Custom negotiated strategic terms

Strategic Growth Partner status is determined soley by ProMotive based on performance, account volume, and strategic contribution.

3. Partner Accounts & Commission Rights

Clients originated by Partner shall be designated as Protected Partner Accounts.

Partner shall receive recurring commissions on Partner Accounts for as long as:

• Client remains active

• Account remains in good standing

• Partner remains in compliance

Recurring commissions survive termination unless termination results from fraud or material breach.

4. Account Protection / Non-Circumvention

Company agrees not to intentionally bypass Partner relationships regarding Partner Accounts.

Partner Accounts may not be reassigned absent:

• Fraud

• Material breach

• Client-requested reassignment

5. Payments

Commissions paid monthly on or about the 15th.

Minimum payout: $50

Balances roll forward until threshold met.

No earned commissions are forfeited solely due to payout thresholds.

Chargebacks or refunds affect only commissions attributable to affected accounts.

6. Pricing Integrity

Company retains authority over:

• Pricing

• Packaging

• Service fees

Partners may not independently alter, mark up, or discount Company pricing without written approval.

This provision protects:

• Pricing consistency

• Partner alignment

• Customer clarity

7. Partner Responsibilities

Partner agrees to:

• Market services truthfully

• Comply with all laws and regulations

• Comply with FTC disclosure requirements

• Follow Company brand standards

Required disclosure where applicable:

“Disclosure: I am an independent ProMotiveCar Growth Partner and may receive referral compensation.”

8. Prohibited Conduct

Partner may not:

• Make misleading income claims

• Engage in deceptive advertising

• Use unauthorized discounts

• Bid on restricted ProMotiveCar trademarks

• Use spam, cookie stuffing, or fraudulent traffic methods

• Misrepresent Company services

Existing trademark, PPC, and advertising restrictions remain incorporated.

9. Independent Contractor Relationship

Partner is an independent contractor only.

Nothing herein creates:

• Employment

• Franchise

• Agency

• Joint venture

Partner has no authority to bind Company.

10. Performance Incentives

Company may offer:

• Bonus incentives

• Tier upgrades

• Strategic partner accelerators

• Co-branded opportunities

at Company discretion.

11. Term and Termination

Agreement continues month-to-month.

Either Party may terminate with 30 days written notice.

Immediate termination permitted for:

• Fraud

• Unlawful conduct

• Material breach

If terminated without cause: earned commissions on Partner Accounts survive.

12. Confidentiality

Partner agrees to protect all confidential information including:

• Customer & client information

• Pricing models

• Internal processes

• Product information

• Business strategies

Confidentiality obligations survive termination.

13. No Guarantee

Company makes no guarantee regarding:

• Income

• Profits

• Leads

• Business success

Results depend on Partner performance.

14. Limitation of Liability

Company liability shall not exceed:
the greater of:

• Amounts paid to Partner in the prior 3 months
  or

• $2,000

No indirect, consequential, or punitive damages.

15. Indemnification

Partner agrees to indemnify and hold Company harmless from claims arising from:

• Partner conduct

• Marketing activities

• Breach of this Agreement

16. Dispute Resolution

Disputes subject to:

• Binding arbitration

• Class action waiver

• Governing law provisions under Company Terms of Service.

17. Amendments

Material changes impacting:

• Compensation

• Account protection

• Partner rights

Require reasonable notice and Partner acknowledgment.

18. Entire Agreement

This Agreement constitutes the complete understanding between the Parties regarding the Growth Partner Program.