Cleve's Affiliate Program T&C's

This Cleve.ai ("Cleve") Partner Program Agreement ("Agreement") governs the relationship between Cleve and any approved third party ("Partner") participating in Cleve's Partner Program ("Program"). By signing up and agreeing to the Partner Conditions online, the Partner acknowledges and agrees to the following terms and conditions ("Partner Conditions").

1. Program Overview

The Program allows Partners to promote Cleve products and services via marketing links provided by Cleve ("Links"). The Partner will place these Links on their social media platforms or other agreed-upon channels, which will redirect users to Cleve's official website or any other designated site ("Site").

By participating in the Program, the Partner agrees to be bound by these Partner Conditions and any subsequent amendments, as well as any guidelines issued by Cleve from time to time.

2. Rewards to Partners

2.1 Commission Structure: The Partner is entitled to receive forty percent (40%) of subscription payments for the first twelve (12) months of any subscription purchased through their Link within a 90-day tracking period ("Cookie Window").

2.2 Annual Subscription Payments: For users opting for annual subscriptions, commissions will be paid on a pro-rated basis quarterly, rather than upfront. This avoids abuse from cancellations and ensures the Partner receives commissions for the active period of the subscription.

2.3 Reward Eligibility: The commission ("Reward") is only applicable for valid and completed transactions. If a user cancels their order or requests a refund after the Reward has been paid, Cleve will deduct the corresponding amount from the Partner's future payments.

2.4 Adjustments for Special Campaigns: Cleve may adjust the commission percentage for special campaigns or promotions, and such changes will take effect five (5) days after the Partner is notified via email. The Reward is calculated as a percentage of the final sale price, excluding discounts, taxes, and other fees.

3. Payment Terms

3.1 Payout Schedule: Commissions will be paid on a Net-15 basis, meaning payments are made 15 days after the end of the pay period. Payouts are made quarterly, provided the total accumulated unpaid Reward exceeds US$200. If the amount is below US$200, it will carry over to the next pay period.

3.2 Payment Method: Payments are issued in USD through Wise or another Cleve-approved payment method, with a maximum delay of 60 days from the date the Partner fulfilled all conditions under the Partner Conditions.

3.3 Refunds and Adjustments: If a user requests a refund or cancels a subscription after the Reward has been paid, Cleve reserves the right to deduct the corresponding amount from future payments to the Partner.

3.4 Annual Payment Adjustment: As mentioned earlier, for annual subscriptions, commissions will be paid out pro-rated quarterly rather than in a lump sum to avoid abuse in cases of cancellations.

4. Partner Obligations

4.1 Eligibility: The Partner must be at least sixteen (16) years old and have full legal capacity to participate in the Program under applicable laws.

4.2 Proper Use of Links: The Partner must place Links in a manner that complies with Cleve’s guidelines and applicable advertising and media laws. The Links must not interfere with or disrupt user access to the Site, nor should they be the sole method of accessing the Site.

4.3 Compliance with Intellectual Property: The Partner must follow Cleve’s brand and trademark guidelines when using any Cleve intellectual property in promotional activities.

4.4 Prohibited Actions: The Partner is prohibited from:

4.4.1 Using Cleve's name or a similar name (including typos) as a domain name or URL for paid search engine campaigns.

4.4.2 Engaging in spam or unsolicited commercial emails promoting Cleve.

4.4.3 Bidding for search engine traffic using the terms "Cleve", "Cleve AI", or similar keywords.

4.4.4 Placing Links on coupon or cashback sites.

4.5 Self-Referral Policy:

The Partner is strictly prohibited from using their own affiliate link to purchase Cleve's products or services ("self-referral"). Any attempt to do so will result in the forfeiture of commissions for those transactions.

If Cleve determines that the Partner has engaged in self-referral, Cleve reserves the right to:

1. Void the Commission: All commissions generated from self-referrals will be nullified.

2. Program Termination: Repeated violations or any attempt to manipulate the program through self-referrals may result in the Partner being permanently barred from the Program at Cleve’s sole discretion.

5. Termination of Participation

5.1 Termination by Partner: The Partner may terminate their participation in the Program at any time by providing 15 days' written notice to Cleve at support@cleve.ai. If the unpaid Reward is less than US$200 at the time of termination, the Partner will still be entitled to receive the Reward.

5.2 Termination by Cleve: Cleve reserves the right to terminate this Agreement and suspend the Partner from the Program immediately if they breach any provision of the Partner Conditions or engage in illegal activities.

Effect of Termination: Upon termination, the Partner must remove all Links and cease using Cleve’s Program immediately. No further commissions will be owed for transactions following termination.

6. Limitation of Liability

Partner’s Responsibility: The Partner is responsible for maintaining adequate security and control of their account, passwords, API keys, and other access information related to the Program. The Partner is liable for all activities conducted under their account, authorized or not.

Cleve's Liability: Cleve is only liable for direct damages resulting from gross negligence or intentional misconduct. In no event shall Cleve's liability exceed the total Rewards paid to the Partner. Cleve will not be held responsible for any indirect, incidental, or consequential damages.

7. Intellectual Property

Ownership: The Partner acknowledges that Cleve retains all rights, title, and interest in and to the Program, its products, and the Site. The Partner is granted a non-exclusive right to place the Links as per this Agreement. No other rights are transferred.

Compliance: The Partner must comply with all of Cleve's intellectual property requirements, including not creating or repurposing websites or media that have a similar look and feel to Cleve's official website.

8. Indemnification

The Partner agrees to indemnify and hold Cleve, its subsidiaries, affiliates, officers, directors, employees, and agents harmless from any claims, damages, losses, or expenses arising from the Partner’s participation in the Program, including, without limitation, violations of the Partner Conditions or third-party rights.

9. Assignment

Neither the Partner nor Cleve may assign or transfer their rights or obligations under this Agreement without the prior written consent of the other party.

10. Governing Law and Jurisdiction

This Agreement is governed by and construed according to the laws of Malaysia. Any disputes arising out of or in connection with the Partner Conditions will be subject to the exclusive jurisdiction of the courts of Malaysia.

11. Updates to the Partner Conditions

Cleve reserves the right to update or modify the Partner Conditions at any time. Changes will take effect five (5) days after the Partner is notified via email or online. Continued participation in the Program after such changes signifies the Partner’s acceptance of the modified terms.

12. Contacting Cleve

For any questions or concerns regarding this Agreement, the Partner may contact Cleve at support@cleve.ai.