Referral Program Agreement

Last updated: February 24, 2025

1. Definitions

1.1. "Referral Link": A link on the Referrer's Platform that includes a tracking code, provided by Filmustage, pointing to https://filmustage.com/.

1.2. "Filmustage": The provider of AI-driven film pre-production scheduling services.

1.3. "Filmustage Marks": Trademarks, service marks, trade names, logos, or other symbols identifying Filmustage's products, services, and business, as well as any other marks or designations used by Filmustage globally.

1.4. "Filmustage Services": The suite of services offered by Filmustage, including but not limited to AI-based film scheduling and pre-production tools.

1.5. "End User": The individual or entity that acquires and utilizes any of Filmustage's services.

1.6. "Intellectual Property Rights": All present and future rights associated with copyrights, trademarks, service marks, trade secrets, patents, patent applications, moral rights, contract rights, and other proprietary rights worldwide.

1.7. "Referred Subscription": A subscription to Filmustage Services by an End User who accessed the services through a Referral Link.

1.8. "Referrer's Platform": Websites, blogs, social media accounts, or other digital platforms operated by the Referrer and specified in the Referral Application.

2. Referrer Rights and Obligations

2.1. Access to Referral Dashboard: As a member of the Filmustage Referral Program, you will have access to the Referral Management Dashboard. Here, you can review program details, download promotional materials, and obtain tracking codes for Referral Links. Accurate tracking requires the use of the provided Referral Links.

2.2. Compliance and Monitoring: Filmustage reserves the right to review the placement and usage of Referral Links and may require changes to ensure compliance with provided guidelines.

2.3. Platform Maintenance: Maintaining and updating your platform is your responsibility. Filmustage may monitor your platform to ensure content is current and may suggest changes to enhance performance.

2.4. Legal Compliance: You must adhere to all applicable intellectual property laws and ensure you have permission to use any copyrighted material. Filmustage is not responsible for unauthorized use of intellectual property by Referrers.

3. Commission Structure

3.1. Commission Eligibility: You are entitled to a commission for each Referred Subscription that meets the following criteria:

a. Tracking: The subscription must be tracked accurately using your unique ID.

b. Completion: The End User must complete the subscription process.

c. Plan: The End User must buy any plan using Stripe payment (For Enterprise plans contact us via email: [email protected])

3.2. Commission Rates: The commission per Referred Subscription ("Subscription Rate") is determined by Filmustage and may change at its discretion. Rates may vary based on geographic regions or promotional campaigns.

3.3. Payment Terms: To account for potential refunds, commissions are payable 30 days after the customer’s payment.

3.4. Payment Method: To receive payments, you must provide accurate payment information. Changes to payment details should be made before the end of each month to ensure timely processing.

4. Term and Termination

4.1. Duration: This Agreement begins upon Filmustage's acceptance of your application and continues unless terminated as outlined herein.

4.2. Termination Rights: Either party may terminate this Agreement at any time upon notice to the other party.

4.3. Post-Termination Obligations: Upon termination, you must cease promoting Filmustage Services and remove all Referral Links and related materials from your platform.

4.4. Final Commission Payment: Any unpaid commissions earned up to the termination date will be paid within thirty days, provided they meet the minimum payout threshold.

5. Fraudulent Activity

5.1. Prohibited Actions: You must not engage in fraudulent activities, including but not limited to generating fake subscriptions, using unauthorized promotional methods, or misrepresenting Filmustage Services.

5.2. Consequences: Filmustage reserves the right to withhold commissions and terminate agreements with Referrers found engaging in fraudulent activities.

6. Intellectual Property

6.1. License Grant: Filmustage grants you a non-exclusive, non-transferable license to use Filmustage Marks solely for the purpose of promoting Filmustage Services under this Agreement.

6.2. Restrictions: You must not modify Filmustage Marks in any way without prior written consent from Filmustage.

6.3. Ownership: All Intellectual Property Rights in Filmustage Marks and Services remain the exclusive property of Filmustage.

7. Liability Limitations

7.1. No Warranty: Filmustage provides its services and the referral program "as is" without warranties of any kind, either express or implied.

7.2. No Liability: Filmustage shall not be liable for any indirect, incidental, special, or consequential damages arising from participation in the referral program.

7.3. Maximum Liability: In no event shall Filmustage’s total liability exceed the amount of referral commissions earned by the referrer in the six (6) months preceding the claim.

8. Independent Contractor Relationship

8.1. No Employment Relationship: Nothing in this Agreement creates any partnership, employment, joint venture, or agency relationship between Filmustage and the Referrer.

8.2. Independent Promotion: The Referrer is responsible for their own marketing strategies and bears all costs associated with promoting Filmustage services.

9. Data Privacy and Protection

9.1. Compliance: Both parties shall comply with applicable data protection laws regarding the collection, processing, and storage of personal data.

9.2. Confidentiality: Any user data collected through the referral program shall be handled securely and in accordance with Filmustage's Privacy Policy.

10. Modifications to the Agreement

10.1. Right to Modify: Filmustage reserves the right to update or modify this Agreement at any time.

10.2. Notification: Referrers will be notified of significant changes via email or through the Referral Dashboard.

10.3. Continued Participation: Continued use of Referral Links after modifications constitutes acceptance of the revised Agreement.

11. Governing Law and Dispute Resolution

11.1. Governing Law: This Agreement shall be governed, construed, and enforced in accordance with the laws of the State of Delaware.

11.2. Dispute Resolution: Any disputes arising under this Agreement shall first be attempted to be resolved amicably through negotiation. If unresolved, the matter shall be settled in the appropriate courts.

12. Excusable Nonperformance

12.1. Exemption from Liability: Neither party shall be held liable for delays or failures in performance due to unforeseen circumstances beyond their control, including natural disasters, war, cyberattacks, or governmental restrictions.

13. Severability

13.1. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

14. Entire Agreement

14.1. This Agreement constitutes the entire understanding between Filmustage and the Referrer, superseding any prior agreements or understandings, whether written or oral, related to the referral program.