Affiliate Program Terms of Service

Sozee Affiliate Program Terms of Service

Last Updated: May 10, 2026 Effective Date: May 10, 2026

Introduction

Welcome to the Sozee AI Affiliate Program (the “Program“). These Affiliate Program Terms of Service (“Affiliate Terms” or “Agreement“) form a binding contract between you (“Affiliate“, “you“, or “your“) and Animus Technologies LLC (DBA Sozee AI) (“Sozee AI“, “Company“, “we“, “us“, or “our“), with offices at 440 Monticello Ave Ste 1802 PMB 95775, Norfolk, VA 23510.

These Affiliate Terms govern your participation in the Program and your right to earn commissions on referred customers of Sozee AI’s website(s), products, services, and applications (the “Services“). These Affiliate Terms are in addition to, and incorporate by reference, our Terms of Service, Privacy Policy, Acceptable Use Policy, and Refund Policy (collectively, the “Sozee Policies“). To the extent of any conflict between these Affiliate Terms and the Sozee Policies, these Affiliate Terms control with respect to the Program and the Sozee Policies control as to your underlying use of the Services.

PLEASE READ THESE AFFILIATE TERMS CAREFULLY. They cover important information about the Program, including commission structure, refund/chargeback clawbacks, prohibited promotional methods, intellectual property and brand bidding restrictions, termination, forfeiture of unpaid commissions, limitations of liability, a class action waiver, and resolution of disputes by binding individual arbitration.

ARBITRATION NOTICE AND CLASS ACTION WAIVER: Except for certain types of disputes described in Section 18 (Arbitration Agreement), you agree that disputes between you and us will be resolved by binding, individual arbitration, and you waive your right to participate in a class action lawsuit or class-wide arbitration.

IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT PARTICIPATE IN THE PROGRAM.

1. Eligibility and Application

1.1 Eligibility

To join the Program, you must:

Be at least eighteen (18) years of age and able to form a legally binding contract;
Maintain a valid Sozee AI account in good standing;
Comply with the Sozee Policies and all applicable laws and regulations;
Provide accurate, complete, and current information in your affiliate application and account profile; and
Not be a resident of, or operate in, any jurisdiction subject to comprehensive U.S. trade sanctions, embargoes, or export controls.

1.2 Application and Approval

Participation in the Program is by application and at our sole discretion. We may approve, reject, or revoke your application at any time and for any reason, including without notice. Acceptance of your application does not create an employment, agency, partnership, joint venture, or franchise relationship between you and Sozee AI. Affiliates are independent contractors at all times.

1.3 Entity Use

If you are agreeing to these Affiliate Terms on behalf of an organization or entity, you represent and warrant that you are authorized to bind that organization or entity, and references to “you” include both you individually and that organization or entity.

1.4 One Account Rule

You may operate only one (1) Affiliate account. Creating multiple Affiliate accounts (including via family members, household members, employees, contractors, or shell entities) for the purpose of circumventing payout, tracking, or fraud-prevention controls is a material breach of this Agreement.

2. Definitions

Capitalized terms used but not defined in these Affiliate Terms have the meanings given to them in the Sozee Policies. The following terms have the meanings below:

“Affiliate Dashboard” means the online portal where you manage your Affiliate Link, view tracking data, and see commission balances.
“Affiliate Link” means the unique tracking URL(s) we issue to you for use in promoting the Services.
“Cookie Window” means the thirty (30) calendar-day window described in Section 4.1 during which a click on your Affiliate Link can be attributed to you.
“Commission” means the amount payable to you under Section 5 for a Qualified Sale.
“Qualified Sale” means a paid subscription purchase by a Referred Customer that (a) was attributed to your Affiliate Link under Section 4, (b) has been received and recognized by Sozee AI, and (c) has not been refunded, charged back, reversed, voided, fraudulently obtained, or otherwise disqualified under these Affiliate Terms.
“Referred Customer” means a new end user who clicks your Affiliate Link and subsequently creates a paying Sozee AI account during the Cookie Window.

3. License to Use Marketing Materials

3.1 Limited License

Subject to your compliance with these Affiliate Terms, Sozee AI grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license, during the term of this Agreement, to use the Sozee AI name, logos, trademarks, screenshots, and other promotional materials we expressly make available to Affiliates (the “Marketing Materials“), solely for the purpose of promoting the Services through approved channels.

3.2 No Modification

You will not modify, alter, distort, or create derivative works of the Marketing Materials. You will use Marketing Materials only in their unmodified form, with appropriate attribution where required, and in accordance with any brand guidelines we publish.

3.3 Reservation of Rights

All right, title, and interest in and to the Sozee AI name, logos, trademarks, trade dress, copyrighted works, and other intellectual property remain with Sozee AI and its licensors. No license is granted by implication, estoppel, or otherwise except as expressly set forth in this Section 3.

4. Tracking, Attribution, and Cookie Window

4.1 Cookie Window

A Referred Customer’s purchase will be attributed to you only if (a) the customer clicks your Affiliate Link, (b) a tracking cookie is set on the customer’s browser at the time of click, (c) the customer creates a Sozee AI account and completes a paid subscription purchase within thirty (30) calendar days of the click, and (d) no later attributable click occurs (last-click attribution).

4.2 Last-Click Attribution

If a customer clicks multiple Affiliate Links within the Cookie Window, the most recent click prior to the qualifying purchase wins attribution. We do not support multi-touch or first-click attribution unless we expressly notify you otherwise in writing.

4.3 Tracking Limitations

You acknowledge that no tracking system is perfect. Browser settings, ad blockers, cookie deletion, cross-device behavior, incognito sessions, and changes to platform privacy frameworks (e.g., Apple Intelligent Tracking Prevention, Google Privacy Sandbox) may prevent some clicks from being attributed. We do not guarantee any minimum attribution rate, and we have no obligation to retroactively reconstruct attribution for lost clicks.

4.4 Tampering Prohibited

You will not attempt to manipulate, intercept, replay, forge, scrape, or otherwise tamper with the Affiliate Link, tracking cookies, postback URLs, conversion pixels, or any other tracking infrastructure.

5. Commission Structure

5.1 Commission Rate

Subject to these Affiliate Terms, you will earn a Commission equal to twenty percent (20%) of the net subscription fees actually received by Sozee AI from a Referred Customer for a period of twelve (12) months beginning on the Referred Customer’s first paid invoice.

5.2 What Counts Toward Commission

Commissions are paid only on:

Recurring subscription revenue actually billed and successfully collected from a Referred Customer; and
Recurring subscription revenue received during the 12-month commission window described in Section 5.1.

5.3 What Does Not Count Toward Commission

The following amounts are excluded from the Commission base, and no Commission is owed on them:

Taxes, duties, levies, payment processing fees, currency conversion fees, gateway fees, or chargeback fees;
Refunds, partial refunds, credits, account credits, comps, free trials, freebies, beta access, sponsored access, prepaid promotional credits, and goodwill adjustments;
One-time top-up credit packs, à la carte feature purchases, or other non-subscription revenue (unless we expressly designate them as commissionable in writing);
Renewals, upgrades, downgrades, or new subscriptions occurring after the 12-month commission window in Section 5.1 has expired;
Subscription fees attributable to Referred Customers who request a refund or initiate a chargeback (see Section 6); and
Subscription fees attributable to Referred Customers later determined to be fraudulent, self-referrals, alt accounts, or otherwise disqualified under Section 7 or Section 8.

5.4 Plan and Pricing Changes

Sozee AI may change the names, prices, packaging, billing cadence, or features of its subscription plans at any time. Commissions are calculated against the actual amounts collected from each Referred Customer at the time of billing.

5.5 No Stacking

You may not combine your Commission with any other promotional discount, internal staff or contractor discount, partner program payout, or referral incentive unless we expressly authorize the combination in writing.

6. Refund, Chargeback, and Clawback Policy

6.1 Pending Period

All Commissions are tentatively credited as “pending” upon a Qualified Sale and become “approved” only after the underlying subscription payment has been retained by Sozee AI for at least thirty (30) calendar days (the “Pending Period“) without refund, chargeback, dispute, or fraud flag. Pending Commissions are not eligible for payout.

6.2 First-Month Refund and Chargeback Clawback

If a Referred Customer requests a refund (in whole or in part), initiates a chargeback, files a payment dispute, or has their charge reversed within thirty (30) calendar days of the underlying invoice, the associated Commission will be forfeited or clawed back in full, regardless of whether the Pending Period has lapsed. We may apply this clawback by:

Reducing your pending balance;
Deducting from future Commissions; or
If the foregoing is insufficient or unavailable, invoicing you directly for the clawback amount, which is payable within thirty (30) calendar days.

6.3 Ongoing-Month Reversals

For any subsequent month within the 12-month commission window in Section 5.1, if a payment from a Referred Customer is refunded, charged back, reversed, or otherwise becomes uncollectible, the Commission attributable to that specific payment will likewise be forfeited or clawed back, on the same mechanics described in Section 6.2.

6.4 Reserve Right

We may retain a reasonable rolling reserve against your account balance to cover anticipated refunds and chargebacks, in our reasonable discretion.

6.5 No Interest

You are not entitled to interest on pending, held, or unpaid Commissions for any reason.

7. Prohibited Promotional Methods (Anti-Fraud)

You will not promote the Services, or generate clicks or signups, through any of the following methods. Any violation is a material breach of this Agreement and grounds for termination, forfeiture of unpaid Commissions, clawback of paid Commissions obtained in connection with the breach, and any other remedies available to us at law or in equity.

7.1 Bots, Automation, and Click Fraud

Using bots, scripts, headless browsers, click farms, mechanical turk workers, IP rotators, residential proxy networks, or any other automated, semi-automated, or human-incentivized means to generate clicks, impressions, signups, or activity on the Affiliate Link or the Services.
Generating fake or non-human traffic of any kind.
Inflating clicks, signups, or conversions through automation or coordinated activity.

7.2 Cookie Stuffing and Forced Clicks

“Cookie stuffing,” forced clicks, hidden iframes, 1×1 pixels, auto-redirects, pop-unders, or any other technique that drops the Sozee tracking cookie onto a user’s device without an intentional, visible click on a properly disclosed Affiliate Link.
Loading the Affiliate Link via auto-refresh scripts, page load events, or background requests.
Using browser extensions, toolbars, adware, or spyware to inject the Affiliate Link or tracking cookies.

7.3 Spam and Unsolicited Communications

Sending unsolicited email, SMS, push notifications, DMs, or any other messages that violate the CAN-SPAM Act, TCPA, GDPR, the ePrivacy Directive, CASL, or any other applicable communications law.
Posting the Affiliate Link in unsolicited comments, direct messages, forums, Discord servers, Telegram groups, subreddits, or other communities where you do not have permission to post promotional content or where such posting violates the host platform’s rules.
Newsjacking, hashtag spamming, mass-tagging, or any “blast” tactic designed to scale through volume rather than relevance.

7.4 Malware, Adware, and Toolbars

Distributing the Affiliate Link through malware, spyware, adware, browser toolbars, browser hijackers, or any software that modifies user browsers or operating systems.
Embedding the Affiliate Link in cracked software, pirated content, or any unauthorized distribution channel.

7.5 Misrepresentation

Misrepresenting Sozee AI, the Services, pricing, features, refund terms, or your relationship to Sozee AI.
Creating websites, social profiles, apps, or pages that impersonate Sozee AI or imply that you are an official Sozee AI property, employee, or agent.
Making claims about the Services that are not supported by Sozee AI’s official marketing materials, including but not limited to false earnings claims, false income guarantees, or misleading “before/after” comparisons.
Fabricating reviews, testimonials, ratings, or endorsements.

7.6 Coupon, Cashback, Loyalty, and Incentivized Traffic

Without our prior express written approval (which we may withhold in our sole discretion), you will not promote the Services through:

Coupon, deals, voucher, or cashback websites or browser extensions (e.g., Honey-style attribution-stealing extensions);
Loyalty or rewards programs that compensate users for clicking, signing up, or purchasing;
Pay-to-click (“PTC”), pay-to-signup, pay-to-complete, or “Get-Paid-To” sites;
Any program that offers a financial incentive, free credits, kickback, or rebate to the end user for completing a referral; or
Browser extensions that drop the Sozee cookie at checkout on any unrelated site.

7.7 Sub-Affiliate Networks

You will not enroll the Services in any sub-affiliate, super-affiliate, network, or aggregator platform without our prior express written approval. You will not resell, rent, sublicense, or share your Affiliate Link with third parties.

7.8 Adult, Illegal, or High-Risk Channels

You will not promote the Services on or through:

Sites or channels that violate the Sozee Acceptable Use Policy;
Sites or channels that depict, distribute, or facilitate non-consensual content, content involving minors, hate speech, harassment, terrorism, or illegal activity;
Pirated content sites, illegal streaming sites, or “warez” channels; or
Any channel reasonably likely to expose Sozee AI to legal, regulatory, brand, payment-processor, or app-store risk.

Note: Sozee AI is built for adult creators and the Program may be promoted in adult-creator-facing communities (e.g., creator-economy subreddits, OnlyFans/Fansly/FanVue creator forums, creator coaching channels) where such promotion complies with the host platform’s rules and all applicable laws. This Section 7.8 does not prohibit promotion to adult creators; it prohibits promotion through unlawful or non-consensual channels.

7.9 Compliance with Platform Rules

You are solely responsible for complying with the rules of every platform you use to promote the Services, including but not limited to Google, Meta (Facebook/Instagram/Threads), TikTok, X (Twitter), YouTube, Reddit, Pinterest, Snapchat, Discord, Telegram, and email service providers. Violations of platform rules may also be violations of these Affiliate Terms.

8. Trademark and Brand-Bidding Restrictions

8.1 No Brand Bidding on Paid Search

You will not bid on, purchase, run, or cause to be run any paid search, paid social, paid native, paid shopping, or paid app-install advertising that uses any Sozee Brand Term as a keyword, search term, hashtag, audience signal, or in the ad copy, headline, display URL, or final URL. “Sozee Brand Terms” include, without limitation:

“Sozee”, “Sozee AI”, “Sozee.ai”, “Animus Technologies”, “Animus AI”;
Any common typo, plural, possessive, hyphenated form, spaced form, transliteration, or homoglyph thereof (e.g., “sozee”, “sozeeai”, “soz ee”, “sozeeapp”, “sozzee”, “sozeé”);
Any combination of the foregoing with generic words such as “login”, “app”, “pricing”, “review”, “alternative”, “discount”, “coupon”, “free”, “vs”, “alternatives”; and
Any other term we designate as a Sozee Brand Term in writing or through the Affiliate Dashboard.

This prohibition applies to broad match, phrase match, exact match, and modified-broad-match keyword targeting, as well as Performance Max, Demand Gen, Advantage+ Shopping, dynamic search ads, AI-driven keyword expansion, and any feature that may cause your ad to serve on a Sozee Brand Term query.

8.2 Negative Keywords Required

If you run paid search or paid social campaigns at all (including for unrelated products), you must add the Sozee Brand Terms as negative keywords in every campaign that could plausibly serve against branded queries.

8.3 No Branded Domains, Subdomains, or Handles

You will not register, own, or use:

Domain names containing any Sozee Brand Term (including with TLD variations and typo variations);
Subdomains, paths, or URL slugs that imply official Sozee status (e.g., official-sozee.com, sozee-deals.com);
Social media handles, page names, or app names containing any Sozee Brand Term in a way that implies official status; or
App-store listings, browser extension listings, or marketplace listings using any Sozee Brand Term as a primary identifier.

8.4 No Hijacking Branded Organic Traffic

You will not engage in any practice designed to intercept users searching for Sozee, including but not limited to running ads on Sozee Brand Terms, scraping branded SERPs, building parasite-SEO pages targeting branded queries, or running spammy “Sozee review” / “Sozee discount” pages whose primary purpose is intercepting branded intent.

8.5 Permitted Editorial Use

You may use the word “Sozee” in genuine editorial, review, or comparison content (e.g., a blog post titled “My Sozee review”) published on a property you own, provided that (a) the content is original and substantive, (b) you do not bid on Sozee Brand Terms in paid media to drive traffic to it, (c) you clearly disclose your Affiliate relationship in accordance with Section 9, and (d) the use complies with this Section 8.

8.6 Logos and Visual Marks

You may use the Marketing Materials only in unmodified form. You will not modify the Sozee logo’s color, proportions, or composition; lock-up the logo with your own brand; place the logo on misleading or off-brand backgrounds; or use the logo in a way that implies endorsement or partnership beyond the Program.

9. Self-Referral and Coupon-Stacking Prohibition

9.1 No Self-Referrals

You will not use your own Affiliate Link to refer:

Yourself, on any account (including your primary Sozee account, secondary accounts, business accounts, or test accounts);
Members of your immediate family or household;
Any account that you own, control, fund, or operate, directly or indirectly;
Any account funded with payment instruments registered to you, your household, or any entity you control;
Any “alt”, burner, sock-puppet, or shell account; or
Customers solicited through fake identities, synthetic identities, or stolen identities.

Commissions on self-referrals are not earned, will not be paid, and may be clawed back if previously paid.

9.2 No Coupon or Discount Stacking

You will not:

Stack your Affiliate Link with any unauthorized coupon, promo code, partner discount, staff discount, or beta credit;
Distribute or publicize unauthorized discount codes for the Services;
Apply for, accept, or facilitate refunds for Referred Customers as a means of generating, retaining, or laundering Commissions; or
Coordinate with Referred Customers to circumvent the refund or chargeback clawback in Section 6 (e.g., by promising to “pay them back” their refund out of your Commission).

9.3 Affiliate Identity Verification

We may at any time require you to verify your identity, residency, payment instrument ownership, tax status, or beneficial ownership of any account or business you operate. Failure to satisfy verification is grounds to withhold or forfeit Commissions, suspend your Affiliate account, and terminate this Agreement.

9.4 Coordinated Activity

Coordinated, collusive, or “ring” activity among multiple Affiliate accounts (e.g., reciprocal referrals, traded links, or laundering signups through related accounts) is treated as a self-referral scheme and a material breach of this Agreement.

10. Required Disclosures and Compliance

10.1 FTC and Equivalent Disclosures

You will clearly and conspicuously disclose your material connection with Sozee AI in every promotion of the Services in accordance with the U.S. Federal Trade Commission’s Endorsement Guides and any equivalent rules applicable in your jurisdiction (e.g., the UK CAP Code, the EU UCPD, Canada’s Competition Act). Acceptable disclosures include “#ad”, “#sponsored”, “Affiliate Link”, or substantially similar prominent statements placed near the Affiliate Link itself, not buried.

10.2 AI-Generated Content Disclosures

If you use AI-generated content, including content created using Sozee AI, in your promotions, you will comply with the disclosure requirements of the Sozee Acceptable Use Policy and any applicable platform rules regarding synthetic media disclosure.

10.3 Privacy and Data Handling

You will collect, store, and process any personal data of users who interact with your Affiliate Link in compliance with all applicable data protection laws (including GDPR, UK GDPR, CCPA/CPRA, CPA, CTDPA, UCPA, VCDPA, and the Nevada and Delaware privacy statutes). You will maintain a publicly accessible privacy policy on any property you use to promote the Services that accurately describes your data practices, including affiliate tracking.

10.4 No Use of Personal Data of Sozee Customers

We will not provide you with personal information about Sozee AI customers, and you will not request, scrape, derive, or attempt to obtain such information from us, our Services, or third parties. You will treat any tracking data we make available to you in the Affiliate Dashboard as Confidential Information (Section 14).

10.5 Tax Compliance

You are responsible for all federal, state, local, and foreign taxes on Commissions paid to you. You will provide a properly completed IRS Form W-9 (U.S. persons) or Form W-8BEN/W-8BEN-E (non-U.S. persons), or equivalent documentation we reasonably require, before we issue any payout. We may withhold payments until valid tax documentation is on file. We will not gross up Commissions for taxes, withholdings, or payment processing fees.

11. Payouts

11.1 Minimum Payout Threshold

You must accumulate at least one hundred U.S. dollars ($100.00 USD) in approved Commission balance before a payout will be issued. Balances below the threshold roll forward to the next payout cycle.

11.2 Payout Cadence

Payouts are issued on a monthly basis, generally during the first calendar week of the month following the month in which a Commission becomes approved (after the Pending Period in Section 6.1 has lapsed).

11.3 Payout Methods

We currently support the following payout methods:

PayPal (subject to PayPal’s terms and country availability);
Wise or other international bank transfer (subject to Wise’s terms and supported corridors); and
Stripe Connect (ACH or bank transfer where supported by Stripe in your country).

We may add, remove, or change payout methods at any time. You are responsible for keeping your payout instrument current and accurate. We are not liable for payouts sent to outdated, closed, frozen, or incorrect accounts.

11.4 Payout Fees and Currency

Payouts are issued in U.S. dollars unless we specify otherwise. Currency conversion, intermediary bank fees, and provider fees are deducted from your payout. We do not reimburse third-party payment processor fees.

11.5 Inactive Accounts

If your Affiliate account has no qualifying activity for twelve (12) consecutive months, we may close the account and forfeit any unpaid balance below the minimum payout threshold, to the extent permitted by applicable law.

11.6 Disputes Over Commission Calculations

You must notify us in writing of any dispute over Commission calculation within sixty (60) calendar days of the relevant payout statement. After sixty (60) days, the statement is deemed final and not subject to further dispute.

12. Affiliate Account Conduct and Audits

12.1 Cooperation

You will cooperate in good faith with any audit, investigation, or review we conduct relating to your Program activity, including providing source ad accounts, ad creatives, traffic source documentation, identity verification, payment-instrument records, and any other information we reasonably request.

12.2 Right to Withhold During Investigation

If we have a good-faith belief that your activity violates these Affiliate Terms, the Sozee Policies, or applicable law, we may suspend your Affiliate account, freeze pending and approved Commission balances, and withhold scheduled payouts during the investigation. If the investigation confirms a violation, the affected Commissions are forfeited under Section 13.

12.3 Right to Correct Tracking Errors

We may retroactively correct Commission calculations for tracking errors, system bugs, fraud detection, refunds, chargebacks, and disqualifications. Corrections may result in upward or downward adjustments to your balance.

13. Termination, Forfeiture, and Appeal

13.1 Term

This Agreement begins when you are approved into the Program and continues until terminated under this Section 13.

13.2 Termination for Convenience

Either party may terminate this Agreement at any time, for any reason or no reason, by providing written notice (email is sufficient). On termination for convenience by you or by us, you remain entitled to approved Commissions earned prior to the effective date of termination, payable on the next regular payout cycle subject to the minimum payout threshold, the Pending Period, and any clawbacks.

13.3 Termination for Cause and Forfeiture

We may terminate this Agreement immediately, with no notice, for any of the following (“Cause“):

Material breach of these Affiliate Terms (including any violation of Sections 7, 8, 9, or 10);
Material breach of any Sozee Policy;
Fraud, attempted fraud, or any conduct that we reasonably believe is fraudulent, deceptive, or manipulative;
Activity that exposes Sozee AI to material legal, regulatory, payment-processor, app-store, or reputational risk;
Insolvency, bankruptcy, or assignment for the benefit of creditors;
Failure to verify identity, payment instrument ownership, or tax status under Section 9.3 or Section 10.5; or
Any other conduct that, in our reasonable judgment, makes your continued participation in the Program inconsistent with our values or commercial interests.

On termination for Cause, all pending and approved but unpaid Commissions are forfeited, you must immediately cease use of the Marketing Materials, Affiliate Link, and any Sozee Brand Terms, and any Commissions previously paid in connection with the breach are subject to clawback under Section 6 and recovery under Section 16.

13.4 Appeal

If your account is terminated for Cause, you may submit one (1) written appeal to affiliates@sozee.ai within thirty (30) calendar days of termination. Your appeal must include (a) the email address associated with your Affiliate account, (b) the date of termination, (c) a clear statement of why you believe the termination was in error, and (d) any supporting evidence or remedial actions taken. We will review the appeal in good faith and respond within thirty (30) calendar days. Our decision on appeal is final. One appeal is permitted per termination decision.

13.5 Survival

Sections 2, 3.3, 5.3, 6, 7, 8, 9, 10.4, 10.5, 11.6, 12, 13.3, 13.5, 14, 15, 16, 17, 18, and 19 survive termination of this Agreement.

14. Confidentiality

You may receive non-public information about Sozee AI in the course of the Program, including tracking data, conversion rates, Commission rates negotiated with other Affiliates, internal product roadmaps, beta features, pricing experiments, and payout data (“Confidential Information“). You will (a) hold Confidential Information in strict confidence, (b) use it solely for purposes of the Program, (c) not disclose it to any third party, and (d) protect it with at least the degree of care you use for your own confidential information of similar importance, and in no event less than reasonable care. The aggregate, anonymized fact that you participate in the Sozee Affiliate Program is not Confidential Information.

15. Disclaimers

THE PROGRAM AND THE MARKETING MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, OR UNINTERRUPTED OPERATION. WE MAKE NO REPRESENTATION OR WARRANTY THAT YOU WILL EARN ANY PARTICULAR AMOUNT OF COMMISSIONS OR THAT THE PROGRAM WILL BE PROFITABLE FOR YOU. WE MAKE NO GUARANTEE OF ANY MINIMUM TRAFFIC, MINIMUM CONVERSIONS, OR MINIMUM ATTRIBUTION RATE. WE MAY MODIFY, SUSPEND, OR DISCONTINUE THE PROGRAM, COMMISSION RATES, OR ANY FEATURE AT ANY TIME.

16. Limitation of Liability and Indemnification

16.1 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL SOZEE AI OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PROGRAM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) THE TOTAL COMMISSIONS PAID TO YOU UNDER THIS AGREEMENT IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS ($100.00 USD).

THIS SECTION 16.1 DOES NOT APPLY TO LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW, INCLUDING LIABILITY FOR DEATH, PERSONAL INJURY, OR FRAUD.

16.2 Indemnification

You will indemnify, defend, and hold harmless Sozee AI and its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, demands, actions, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees and expert fees) arising out of or relating to:

Your participation in the Program;
Your promotional activity, websites, social properties, ad accounts, and content;
Your breach of this Agreement, the Sozee Policies, or any law or regulation (including FTC, CAN-SPAM, TCPA, GDPR, CCPA, and platform rules);
Your fraudulent, deceptive, or manipulative conduct, including any conduct described in Sections 7, 8, or 9;
Any claim that your content, ads, or use of Marketing Materials infringes any third-party right; and
Any chargeback, refund, or payment dispute caused by your conduct.

16.3 Right to Set Off and Recover

We may set off any amounts you owe us under this Agreement (including under Section 6, Section 13.3, and Section 16.2) against any Commissions otherwise payable to you, and we may pursue recovery of any deficiency directly from you.

17. Independent Contractor; No Agency

Affiliate is an independent contractor. Nothing in this Agreement creates any employment, agency, joint venture, partnership, franchise, or fiduciary relationship between you and Sozee AI. You have no authority to bind Sozee AI or to make representations on Sozee AI’s behalf. You are responsible for all of your own business expenses, taxes, insurance, and compliance obligations. You will not represent yourself as an officer, employee, agent, or representative of Sozee AI.

18. Arbitration Agreement and Class Action Waiver

18.1 Agreement to Arbitrate

You and Sozee AI agree that any dispute, claim, or controversy arising out of or relating to this Agreement, the Program, or the Marketing Materials (each, a “Dispute“) will be resolved by binding individual arbitration rather than in court, except that:

Either party may bring an individual claim in small claims court if the claim qualifies; and
Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights, Confidential Information, or to enforce Sections 7, 8, 9, or 14.

18.2 Informal Resolution Required First

Before initiating arbitration, the complaining party must send written notice of the Dispute to the other party (for Sozee AI: legal@sozee.ai and 440 Monticello Ave Ste 1802 PMB 95775, Norfolk, VA 23510), describe the claim with reasonable specificity, and allow at least forty-five (45) days for the parties to confer in good faith.

18.3 Arbitration Rules

Arbitration will be administered by the American Arbitration Association (“AAA“) under its Consumer Arbitration Rules or Commercial Arbitration Rules, as applicable. The arbitration will be conducted by a single arbitrator. The seat of arbitration is San Francisco County, California, unless the parties agree otherwise. The arbitrator decides all issues, except that issues regarding the validity, scope, or enforceability of the class action waiver in Section 18.4 are decided by a court of competent jurisdiction.

18.4 Class Action Waiver

YOU AND SOZEE AI AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. No arbitration or proceeding under this Agreement may be combined with another without the prior written consent of all affected parties.

18.5 Opt-Out

You may opt out of this Section 18 by sending written notice to Animus Technologies LLC, Attn: Legal — Affiliate Arbitration Opt-Out, 440 Monticello Ave Ste 1802 PMB 95775, Norfolk, VA 23510, within thirty (30) days of the date you first become bound by these Affiliate Terms. The notice must include your name, the email address associated with your Affiliate account, and a clear statement that you wish to opt out of the arbitration agreement. Opting out does not affect any other provision of this Agreement.

19. General Provisions

19.1 Governing Law

This Agreement is governed by the laws of the State of California, without regard to its conflict-of-laws principles. Subject to Section 18, any action not subject to arbitration must be brought exclusively in the state or federal courts located in San Francisco County, California, and the parties consent to personal jurisdiction and venue in those courts.

19.2 Entire Agreement

This Agreement, together with the Sozee Policies incorporated by reference, is the complete and exclusive agreement between the parties regarding the Program and supersedes all prior or contemporaneous understandings, communications, or agreements, written or oral, on the subject.

19.3 Updates to These Affiliate Terms

We may update these Affiliate Terms at any time. Material changes will be communicated by email to your Affiliate account email address, posted in the Affiliate Dashboard, or both. Your continued participation in the Program after the effective date of an update constitutes acceptance of the updated Affiliate Terms. If you do not agree to an update, your sole and exclusive remedy is to terminate this Agreement under Section 13.2.

19.4 Assignment

You may not assign, delegate, or transfer this Agreement or any of your rights or obligations under it, by operation of law or otherwise, without our prior written consent. We may assign this Agreement freely, including in connection with a merger, acquisition, reorganization, or sale of assets. Any prohibited assignment is void.

19.5 Severability

If any provision of this Agreement is held to be unenforceable, the remaining provisions remain in full force and effect, and the unenforceable provision is reformed to the minimum extent necessary to make it enforceable while preserving the parties’ original intent.

19.6 No Waiver

Our failure or delay in enforcing any provision of this Agreement is not a waiver of that provision or any other provision.

19.7 Notices

Notices to Sozee AI must be sent to affiliates@sozee.ai with a copy to legal@sozee.ai, or by mail to Animus Technologies LLC, Attn: Affiliate Program, 440 Monticello Ave Ste 1802 PMB 95775, Norfolk, VA 23510. Notices to you may be sent to the email address on your Affiliate account.

19.8 Force Majeure

Neither party is liable for delays or failures in performance caused by events beyond its reasonable control, including natural disasters, acts of war, terrorism, pandemics, labor disputes, internet outages, third-party API failures, payment-processor outages, or governmental orders.

19.9 Export Control and Sanctions

You represent and warrant that you are not located in, ordinarily resident in, or a national of, any jurisdiction subject to comprehensive U.S. trade sanctions, and that you are not on any U.S. government list of prohibited or restricted parties. You will not promote the Services in any jurisdiction in violation of applicable export controls or sanctions.

19.10 Headings

Headings are for convenience only and do not affect interpretation.

20. Contact

Affiliate Program operations: affiliates@sozee.ai
Legal and disputes: legal@sozee.ai
Abuse / fraud reports: abuse@sozee.ai
Mailing address: Animus Technologies LLC, Attn: Affiliate Program, 440 Monticello Ave Ste 1802 PMB 95775, Norfolk, VA 23510

By participating in the Sozee AI Affiliate Program, you acknowledge that you have read, understood, and agree to be bound by these Affiliate Program Terms of Service.