Sales Partner Program Terms
These terms ("Program Terms") govern your participation in the LOTULIS Sales Partner Program (the "Program"). The Program is operated by Marcott Enterprises LLC, doing business as LOTULIS ("LOTULIS," "we," "us").
By submitting an application and checking the acceptance box, you ("you," "Partner") agree to these Program Terms in addition to our general Terms of Service and Privacy Policy, each of which is incorporated by reference.
1. Eligibility & Application
- You must be at least 18 years of age, or the age of majority in your jurisdiction (whichever is greater), to apply for or participate in the Program. You represent that you meet this requirement.
- You must be an active LOTULIS admin on a paid plan to apply.
- Application requires a completed IRS Form W-9 (or W-8 equivalent for non-U.S. partners) and your written acceptance of these Program Terms.
- Approval is at LOTULIS's sole discretion. We may decline any application or limit any partner's participation without explanation.
- Until approved, referrals you generate accrue platform credits (LOTULIS's default affiliate behavior), not cash.
2. Term & Reapproval
- When approved, your initial Program term is 24 months from approval.
- Reapproval before term expiry may extend your participation; renewal terms typically run 36 to 60 months at our discretion.
- If your term expires without reapproval, new referrals revert to credits accrual. Commissions accrued during your active term are unaffected by term expiry alone.
3. Commission Structure
The Program compensates you for referrals that result in collected subscription revenue to LOTULIS.
- Rate. Your commission rate (percentage or fixed amount) is set by LOTULIS at approval and shown in your partner dashboard. Rates are not standardized across partners; the rate in your approval is the rate that applies to you.
- Qualifying revenue. Commission is calculated as your rate × the net amount LOTULIS actually collects on a referred subscription invoice, after refunds, chargebacks, taxes, and payment-processor fees.
- Qualifying events. Commission is earned only on successful payment of a referred subscription invoice. Sign-ups, trials, free-tier usage, and unpaid invoices generate no commission.
- Additional incentives. LOTULIS may, at its sole discretion, offer time-limited bonuses, tiered rates, or campaign-based incentives. Any such incentives, their qualifying criteria, and their expiry are documented in your partner dashboard and supersede the default rate only for the period stated.
- Currency. All commissions are calculated and paid in U.S. dollars (USD).
4. Refunds, Cancellations & Clawback
- If a referee's subscription invoice is refunded within 90 days of their signup, the associated commission is automatically voided. If you have already been paid, the amount is deducted from your next payout. If your next payout is insufficient to cover the reversal, the balance carries forward against future payouts.
- If a refund occurs after the 90-day window, the related commission is held for manual review and may be adjusted on a case-by-case basis.
- Subscription cancellations without refunds do not affect already-accrued commissions but stop future accruals on that referee subscription.
- Chargebacks initiated by a referee are treated as refunds for commission purposes regardless of when they occur.
5. Payment Terms & Schedule
- Locking period.Commissions are confirmed (i.e. eligible for payout) after the 90-day clawback window described in Section 4 has elapsed. Until confirmed, commissions appear in your dashboard as "pending."
- Payout cadence.Confirmed commissions are paid monthly, at month-end, for the prior month's confirmed amounts.
- Minimum threshold. A minimum payout threshold applies; if your confirmed balance for a given month is below the threshold, the balance rolls forward to the next month. The current threshold is shown in your partner dashboard.
- Payment method.Payouts are issued by ACH, check, or wire transfer at LOTULIS's discretion based on the W-9 details you provide. Stripe Connect Express may be added in the future.
- Your responsibility. You are responsible for keeping your payout details current. LOTULIS is not liable for payouts that fail because of stale or incorrect banking details on your record.
- Reversals. Reversals applied under Sections 4 or 7 take priority over scheduled payouts.
6. Tracking & Attribution
- Referrals are attributed via your unique partner referral code (or link containing that code) at the moment a prospect signs up for a LOTULIS account.
- Attribution is last-touch at signup: the referral code present on the signup is the code that earns commission. LOTULIS does not retroactively reassign referrals between partners.
- LOTULIS may use first-party cookies and server-side identifiers to associate a visitor with your referral code. Cookie lifetime is communicated in your partner dashboard.
- You may not install your own tracking pixels, scripts, or other instrumentation on LOTULIS properties. The dashboard is the authoritative source of your tracked referrals and commissions.
- Discrepancies between your own tracking and the LOTULIS dashboard are resolved in favor of the dashboard, absent clear evidence of a LOTULIS tracking error.
7. Promotional Guidelines & Restrictions
You must promote LOTULIS honestly and in compliance with applicable law. The following are permitted: organic content (blog posts, reviews, social media), email to audiences who have opted in to hear from you, paid social advertising that complies with platform policies, and educational content (videos, courses, webinars).
The following are prohibited:
- Unsolicited bulk email (spam), purchased email lists, or any outreach that violates the CAN-SPAM Act, GDPR, or comparable local laws.
- Bidding on LOTULIS brand keywords, trademarks, common misspellings, or LOTULIS domain names on search engines without prior written approval.
- Cookie stuffing, forced clicks, hidden iframes, or any technique that records a referral without genuine intent from the prospect.
- Use of the LOTULIS name, logos, screenshots, or other trademarks in any manner not pre-approved in writing.
- False or misleading claims about LOTULIS, its features, pricing, results, or compatibility with any third-party service.
- Marketing directed at minors or on properties primarily aimed at users under 18.
- Self-referrals, including referrals from accounts you operate, control, or that share billing with you.
- Circumventing the referral attribution system in any manner.
Disclosure.You must clearly and conspicuously disclose your affiliate relationship with LOTULIS in any content that contains your referral link, in compliance with the U.S. Federal Trade Commission's endorsement guidelines (16 C.F.R. Part 255) and equivalent regulations in your jurisdiction.
8. Prohibited Content & Prohibited Referrals
The Program may not be used in connection with content or prospective customers that involve unlawful or harmful activity. You agree that you will not, directly or indirectly:
- Promote, host, distribute, link to, finance, or otherwise facilitate access to child sexual abuse material (CSAM) or any content that sexually exploits, abuses, or endangers a minor;
- Refer, recommend, sponsor, or attempt to onboard to LOTULIS any person or business that you know, or have reasonable grounds to believe, is engaged in any of the activities listed in this section;
- Promote or facilitate content involving non-consensual sexual material, human trafficking, the sexual exploitation of any person, terrorism or violent extremism, the sale of illegal drugs or weapons, or other criminal activity;
- Promote content that is otherwise prohibited by LOTULIS's general Terms of Service, by the Acceptable Use Policy of any LOTULIS vendor (e.g. payment processor, email provider, cloud storage), or by applicable law.
Mandatory action.If LOTULIS discovers, or has credible reason to suspect, that you have violated this section, we will: (a) immediately terminate your participation in the Program; (b) void all pending commissions and may seek recovery of prior payouts attributable to the violating activity; (c) suspend or terminate any related LOTULIS account; and (d) report the activity to law enforcement and, where applicable, file a report with the National Center for Missing & Exploited Children (NCMEC) as required by 18 U.S.C. § 2258A and analogous jurisdictional reporting obligations.
You will fully cooperate with any investigation arising from a suspected violation of this section and will preserve relevant records pending resolution.
9. Suspension & Termination
- Termination for convenience.Either party may terminate your participation in the Program at any time, for any or no reason, by written notice (email is sufficient). LOTULIS's notice takes effect immediately unless we specify otherwise.
- Termination for cause. LOTULIS may suspend or terminate your participation immediately and without notice for breach of Sections 7 or 8, fraud, repeated chargebacks attributable to referees you sourced, failure to maintain a valid W-9, or any conduct that materially harms LOTULIS or its customers.
- Effect of termination. Upon any termination, your right to refer new prospects ends immediately. Confirmed commissions earned before termination are paid out per Section 5, except where Sections 4, 7, or 8 permit voiding or clawback.
10. Confidentiality
Referee identities, individual commission amounts, partner dashboard data, and any non-public information you receive about LOTULIS's operations, pricing, customers, or roadmap are confidential. You may not disclose this information publicly or to third parties without our written approval, except as required by law.
11. Intellectual Property
- LOTULIS retains all rights, title, and interest in the LOTULIS name, logos, trademarks, copyrights, and other intellectual property ("LOTULIS IP").
- During the term of your participation, LOTULIS grants you a limited, non-exclusive, non-transferable, revocable license to use LOTULIS IP solely for the purpose of promoting LOTULIS under these Program Terms and only in the form provided in your partner dashboard or as we otherwise approve in writing.
- You may not register, claim, or attempt to acquire any domain, trademark, social media handle, or business name that is confusingly similar to LOTULIS IP.
- Any goodwill arising from your use of LOTULIS IP inures exclusively to LOTULIS.
12. Indemnification
You agree to defend, indemnify, and hold harmless LOTULIS, its affiliates, officers, employees, and agents from and against any claims, damages, liabilities, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your breach of these Program Terms; (b) your promotional activity (including any disclosure failures under Section 7); (c) any content you publish that references LOTULIS; (d) your violation of Section 8; or (e) your violation of any applicable law.
13. Limitation of Liability
To the maximum extent permitted by law, LOTULIS's aggregate liability arising from or related to the Program is limited to the total commissions paid to you in the 12 months preceding the event giving rise to the claim. LOTULIS is not liable for indirect, incidental, consequential, special, exemplary, or punitive damages, including lost profits, even if advised of the possibility of such damages. LOTULIS is not liable for missed commissions caused by technical issues, third-party outages, fraud committed against you, or your own non-compliance with these Program Terms.
14. Tax Reporting
- You authorize LOTULIS to issue an IRS Form 1099-NEC (or applicable equivalent) for your earned commissions at calendar year-end if your annual total meets the IRS reporting threshold.
- You certify that the W-9 information you submitted is true and accurate. You will promptly notify LOTULIS of any change to your legal name, entity status, address, or TIN.
- You are solely responsible for income taxes on commissions you receive. LOTULIS does not withhold taxes from payouts.
15. Independent Contractor Relationship
You participate as an independent contractor. Nothing in these Program Terms creates an employment, partnership, joint venture, franchise, or agency relationship between you and LOTULIS. You have no authority to bind LOTULIS to any obligation.
16. Dispute Resolution & Governing Law
- Good-faith negotiation. The parties will first attempt to resolve any dispute by good-faith negotiation between authorized representatives for at least 30 days.
- Mediation. If the dispute is not resolved through negotiation, the parties will participate in a single session of non-binding mediation administered by a neutral mediator chosen by mutual agreement.
- Binding arbitration. If the dispute remains unresolved after mediation, it will be resolved by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, seated in Hartford County, Connecticut, USA. Judgment on the award may be entered in any court of competent jurisdiction.
- Governing law. These Program Terms are governed by the laws of the State of Connecticut, without regard to its conflict-of-laws principles.
- Carve-out.Nothing in this section limits either party's right to seek injunctive or equitable relief in a court of competent jurisdiction to protect intellectual property, confidential information, or to comply with applicable law (including reporting obligations under Section 8).
17. Changes to These Terms
We may update these Program Terms from time to time. Material changes will be communicated to active partners by email at least 14 days before they take effect. Continued participation after the effective date constitutes acceptance. If you do not accept a material change, your remedy is to terminate your participation under Section 9; confirmed earned commissions will be paid per Section 5.
18. Miscellaneous
- Entire agreement. These Program Terms, together with our Terms of Service, Privacy Policy, and your individual approval letter (rate, term, threshold), constitute the entire agreement between you and LOTULIS regarding the Program.
- Severability. If any provision is held unenforceable, the remaining provisions remain in full force and effect.
- No waiver. A failure to enforce any provision is not a waiver of the right to enforce it later.
- Assignment.You may not assign these Program Terms or your rights under them without LOTULIS's prior written consent. LOTULIS may assign to an affiliate or to a successor in a merger or acquisition.
- Force majeure. Neither party is liable for failures or delays caused by events beyond reasonable control (e.g., natural disaster, war, internet or payment-network outages, government action), provided the affected party gives prompt notice and resumes performance as soon as reasonably possible.
- Notices. Notices to you may be sent to the email address on your LOTULIS account. Notices to LOTULIS must be sent to support@lotulis.com.
19. Contact
Questions about the Program or these terms: support@lotulis.com.
These Program Terms are not a substitute for legal advice. The specific commission rate, term length, and minimum payout threshold that apply to your participation are set in your individual approval and shown in your partner dashboard. LOTULIS recommends that prospective Partners review these terms with their own counsel before applying.