Affiliate program terms

1.1. These terms ("Terms") are an agreement between:

• Veltis Krzysztof Gaudy, trading as AxiTrace, a business entered in the Central Register and Information on Economic Activity (CEIDG) of the Republic of Poland, address Jaskrow, ul. Czestochowska 185, 42-244 Mstow, Poland, NIP (tax ID) 9491910146, VAT EU PL9491910146, operating the AxiTrace service at axitrace.com ("AxiTrace", "we", "us"); and
• the person or business that applies to and is accepted into the AxiTrace Affiliate Program ("you", the "Affiliate").

1.2. If you apply on behalf of a company, you confirm that you are authorised to accept these Terms for it, and "you" means that company.

1.3. Your own use of AxiTrace as a customer, if any, stays governed by the AxiTrace Terms of Service at https://axitrace.com/terms/. These Terms govern only the affiliate program.

1.4. These Terms replace nothing in, and are separate from, the earlier AxiTrace agency partner program. A customer can earn commission for one affiliate or partner under one program only.

• Program - the AxiTrace Affiliate Program described in these Terms.
• Affiliate Portal - your account in the affiliate dashboard we use to run the Program, currently provided by FirstPromoter, where you find your links, statistics, commissions and payouts.
• Referral Link - your personal link in the form https://axitrace.com/?fpr=<your-code>, or a link to another page on axitrace.com with the same fpr parameter.
• Referral Code - the personal discount code we assign to you (see Section 4.4).
• Referred Customer - a customer attributed to you under Section 4.
• Net Amount - the amount we actually receive from a Referred Customer for an AxiTrace subscription, as defined in Section 5.2.
• Commission - the amount you earn under Section 5.

3.1. Who can join. You must be at least 18 years old and able to enter into a binding contract. You may join as an individual or as a business. Existing AxiTrace customers are welcome.

3.2. Who cannot join. Our employees and the members of their families living with them; anyone we have previously removed from the Program for breach; and anyone who is the subject of sanctions under EU, UK, UN or US law, or who lives in a country where we or our payment providers cannot lawfully pay you.

3.3. Manual approval. We review every application by hand. We may accept or reject an application at our discretion and do not have to give a reason, although we will usually tell you. A rejected applicant may apply again after making changes, for example after building an audience.

3.4. Accurate information. The information you give us (name, contact details, website or channels, country, tax and payout details) must be true and kept up to date in the Affiliate Portal. One Affiliate account per person or business.

3.5. Account security. You keep your Affiliate Portal login safe. We may require two-factor authentication before you can change your email address or payout method. We are not responsible for losses caused by someone using your login, unless we caused them.

3.6. When these Terms apply. You accept these Terms when you tick the agreement box at signup. They bind both of us from the moment we approve your application.

4.1. Referral Link and cookie. When someone clicks your Referral Link, we store your referral in a cookie and in our own records for 90 days from that click.

4.2. Last click wins. If the same visitor later clicks another affiliate's link, the newer click replaces yours. The referral goes to the affiliate whose link was clicked last before the customer signed up.

4.3. When a customer becomes yours. A visitor becomes your Referred Customer when, within the 90-day window, they:

(a) create a new AxiTrace account at axitrace.com; or

(b) install the AxiTrace app from the Shopify App Store, if the installation starts on axitrace.com (for example from an "Install on Shopify" button on our website) in the same browser that carries your referral. The Shopify App Store does not pass affiliate information to us, so an install that starts directly on the Shopify App Store, without a visit to axitrace.com through your link, cannot be tracked. Always link to axitrace.com, never directly to the Shopify App Store listing.

4.4. Referral Codes. Every approved Affiliate receives a Referral Code. A new customer who pays us by card and enters your Referral Code at checkout gets 20% off their payments for the first 3 months, and becomes your Referred Customer if they did not already come through another affiliate's Referral Link and their account is no more than 90 days old. Customers billed through the Shopify App Store cannot enter a code there: when they come to us through your Referral Link, we apply the same discount for them. A link click recorded under Section 4.2 takes priority over a code.

4.5. New customers only. A customer can be referred only once. The referral does not count if the customer, or a business it belongs to, already had an AxiTrace account (free or paid) or had already installed the AxiTrace Shopify app before clicking your link.

4.6. Referral is locked. Once a customer is attributed to you, the attribution stays with you for the life of that customer's account. Later clicks on other affiliates' links do not move it. Commission on that customer is still limited to the Commission Period (Section 5.3).

4.7. Manual assignment. If tracking fails (for example the customer blocked cookies or switched device), tell us within 60 days of the customer's signup, with whatever evidence you have (date, customer's website, your correspondence with them). We will review it in good faith and may assign the customer to you manually. We may also correct an attribution that was recorded by mistake. Our decision, after reviewing the evidence, is final, and we will explain it to you.

4.8. No guarantee of tracking. We use reasonable care to track referrals correctly, but no tracking technology is perfect. Cookies may be blocked, deleted or limited by the visitor's browser. Commission is paid only on referrals we can attribute under this Section 4.

5.1. Rate. You earn 30% of the Net Amount of every payment a Referred Customer makes for an AxiTrace subscription.

5.2. Net Amount means the amount we actually receive for the subscription, after:

(a) VAT, sales tax and any other taxes;

(b) discounts, credits and promotional reductions;

(c) refunds and chargebacks (Section 7); and

(d) for subscriptions billed through the Shopify App Store, the revenue share and fees Shopify keeps. In other words, you earn 30% of what Shopify actually pays out to us for that charge.

We do not deduct our own card processing fees (such as Stripe fees) from the Net Amount.

5.3. Recurring, for 18 months. Commission is earned on every paid invoice of a Referred Customer that we receive within 18 months of that customer's first paid invoice (the "Commission Period"), as long as you remain in the Program (see Section 13 for what happens when participation ends). Payments received after the Commission Period ends earn no Commission, even if the customer keeps paying. An annual payment received within the Commission Period counts in full.

5.4. What counts. Monthly and annual plans, upgrades and downgrades (commission follows what is actually paid), subscriptions billed directly by us, subscriptions billed through the Shopify App Store, and Custom plans paid on our invoice. For annual plans you earn commission on the full annual payment when it is received. One-off fees for services such as setup or consulting do not count, unless we agree otherwise in writing.

5.5. Paid invoices only. Commission is earned only when we actually receive the payment. No commission is earned on free plans, on trials, on unpaid or overdue invoices, or on signups that never pay. A Referred Customer who starts on the Free plan and upgrades later earns you commission from their first paid invoice.

5.6. No commission on your own account. You earn nothing on your own AxiTrace account or on any account owned or controlled by you, your company, your employees or your relatives (Section 8.1). If you are an agency, you may refer your clients, as long as each client owns its AxiTrace account and pays for it itself.

5.7. Commission statuses. In the Affiliate Portal each commission is shown as pending (earned, before its payout date or under review), approved (ready for the next payout), paid, or denied (with a reason). We may keep commissions from paid advertising traffic, and unusually large or unusual commissions, pending until we have checked that they comply with these Terms. We aim to finish that check before the payout date that would otherwise apply, and will tell you if we need longer.

5.8. First customer bonus. When the first of your Referred Customers makes a payment on which you earn Commission, you also earn a one-time bonus of $50. The bonus is earned once per Affiliate and is paid with your regular Net-30 payout for the month of that payment, under the same rules as Commission (Sections 6 and 7).

6.1. Net-30 schedule. Commissions earned during a calendar month (that is, on customer payments received in that month) are paid on the 30th day of the following month (on the last day of February), or on the next business day if the 30th is not one. Example: commission on a payment received on 10 March is paid on 30 April.

6.2. Minimum payout. A payout is made when your approved balance is at least $50. A smaller balance rolls over to the next month and is never forfeited while you remain in the Program.

6.3. Currency. Commissions and payouts are in US dollars (USD). A payment we receive in another currency is converted to USD at the European Central Bank reference rate for the date of the payment.

6.4. Methods. We pay by PayPal or bank transfer to the details you enter in the Affiliate Portal. You must add a valid payout method before we can pay you.

6.5. Fees. We pay the cost of sending the payment. You bear the fees charged on your side, such as PayPal receiving or currency conversion fees and your bank's or intermediary banks' charges.

6.6. Wrong details. If a payment fails or goes to the wrong account because the details you gave us were wrong, we will try again once you correct them, but we are not responsible for the funds lost through incorrect details.

6.7. Statements. The Affiliate Portal shows every commission, reversal and payout. If you think a statement is wrong, tell us within 60 days of the payout date and we will check it with you.

7.1. If a payment on which you earned commission is refunded (in full or in part) or charged back within 90 days of the payment, the matching part of the commission is reversed. A refund or chargeback made later does not reverse the commission, unless the payment or the referral involved fraud or a breach of these Terms.

7.2. If the commission had not been paid yet, it is simply cancelled. If it had already been paid, the reversal appears as a negative line and is offset against your future commissions. We will not ask you to return money already paid to you, except where the commission was earned through a breach of these Terms or fraud.

7.3. The Net-30 schedule exists mainly so that most refunds (for example the 14-day refund window on new annual plans under our Terms of Service) happen before a commission is paid.

You must promote AxiTrace honestly and lawfully. In particular, you must not:

8.1. Self-refer. Earn commission on your own account or on accounts owned or controlled by you, your company, your employees or your relatives, or create accounts in order to earn commission.

8.2. Stuff cookies or fake clicks. Set our cookie without a real, deliberate click on your link: no hidden iframes, pop-unders, automatic redirects, browser extensions, toolbars, adware, bots or any other forced or automated clicks.

8.3. Spam. Send unsolicited email, direct messages or comments, or promote AxiTrace in any way that breaks the anti-spam law of the recipient's country (for example CAN-SPAM in the US, or the EU and UK e-privacy rules) or the rules of the platform you use.

8.4. Bid on our brand. Bid on "AxiTrace", "Axi Trace", any misspelling or variation of it, or any of our product names as a keyword in paid search or other paid placements; use them in ad copy, display URLs, domain names, app names or social media handles; or run ads that appear to come from AxiTrace. Other paid advertising is allowed, but tell us your plans in your application or before you start, and see Section 5.7.

8.5. Use coupon, cashback or deal sites. Promote AxiTrace or a Referral Code on coupon, voucher, cashback, rebate, deal or "promo code" sites, or share your commission with the customer as a cash-back or rebate, unless we agree to it in writing for a specific placement.

8.6. Mislead. Make claims about AxiTrace, its features, prices, results or integrations that are false, out of date or not supported by information we publish at axitrace.com; promise results (for example a specific return on ad spend); make false or disparaging claims about competitors; or offer discounts or terms we have not authorised.

8.7. Impersonate us. Present yourself as AxiTrace, as our employee or official representative, or as acting on our behalf; or suggest that AxiTrace, Shopify or any advertising platform endorses you.

8.8. Incentivise Shopify App Store reviews - never. You must never offer, give or promise anything (money, discounts, extended trials, gifts, commission sharing or any other benefit) in exchange for a review or rating of AxiTrace in the Shopify App Store, and never write, request or arrange reviews of AxiTrace yourself. Shopify forbids review incentives (Shopify App Store requirement 1.3.1), and a breach can get our app removed. Your commission never depends on reviews. A breach of this Section 8.8 leads to immediate termination and loss of all unpaid commission.

8.9. Use unlawful or unsuitable content. Promote AxiTrace on sites or channels with illegal, hateful, violent, sexually explicit or deceptive content, or content that infringes anyone's rights.

8.10. Abuse the platform. Access customer data you are not entitled to, interfere with our tracking, or try to get around these Terms in any other way.

Commission earned through prohibited conduct is not payable and may be reversed. Depending on how serious the breach is, we may warn you, keep commissions pending while we investigate, or end your participation (Section 13).

9.1. You must clearly disclose that you earn a commission when you promote AxiTrace, wherever your audience will see the recommendation, and before they click. A disclosure must be clear and noticeable, not hidden in a footer, a "more" fold or a list of hashtags.

9.2. In particular, you must:

(a) follow the US Federal Trade Commission Guides Concerning the Use of Endorsements and Testimonials in Advertising (16 CFR Part 255) when your audience includes people in the US, for example with words such as "I earn a commission if you sign up through my link";

(b) follow the advertising labelling rules of your country and your audience's country (for example in the EU and the UK, label paid promotion as advertising, such as "Ad" or "Affiliate link");

(c) use the paid-promotion or branded-content tools of the platform where they exist (for example YouTube's paid promotion setting or Instagram's paid partnership label); and

(d) add rel="sponsored" to every Referral Link on a website, blog or newsletter archive.

9.3. Reviews and opinions you publish must be your own honest views, based on your actual knowledge of AxiTrace.

10.1. Your taxes. You are responsible for reporting and paying all taxes on the commission you receive in your country, including income tax, social security contributions and VAT or sales tax where they apply. Amounts in these Terms are what we pay you, before any taxes you owe.

10.2. Tax forms. Before we pay you, we may ask you to provide a US tax form in the Affiliate Portal: a Form W-9 if you are a US person, or a Form W-8BEN (individuals) or Form W-8BEN-E (entities) if you are not. We may also ask for your tax identification number, your legal name and address, and whether you act as a business.

10.3. Certificate of tax residence. Under Polish tax law, payments by a Polish business to persons or businesses that are not Polish tax residents may be subject to Polish tax collected at source, currently up to 20%, unless a double tax treaty provides otherwise and we have a valid certificate of your tax residence. Before we pay you, and then once a year, we may ask you for a certificate of tax residence issued by the tax authority of your country (for US affiliates, IRS Form 6166). A US Form W-8BEN does not replace it.

10.4. Tax at source. Where Polish law requires us to deduct tax at source from a payment to you, for example because we do not have a valid certificate of your tax residence, we will deduct it, pay it to the Polish tax authority, and pay you the remaining amount. We will show the amount deducted in your payout statement and, where the law requires, send you the related tax information return (such as IFT-1R or IFT-2R). We will tell you before your first payout if this applies to you, so that you have time to send a certificate.

10.5. Polish affiliates. If you are a Polish tax resident, we may need additional information (such as your PESEL or NIP and your tax office) to meet our reporting obligations.

10.6. Self-billing for VAT-registered businesses in the EU. If you are a business registered for VAT in an EU member state other than Poland, you agree, under Article 106d of the Polish VAT Act (ustawa z dnia 11 marca 2004 r. o podatku od towarów i usług) and Articles 224 and 226 of Council Directive 2006/112/EC, that:

(a) AxiTrace issues invoices for your affiliate services in your name and on your behalf (self-billing), for each payout, marked "self-billing" ("samofakturowanie") and, where applicable, "reverse charge";

(b) you will not issue your own invoice for the same amount;

(c) each self-billed invoice is made available to you in the Affiliate Portal. You accept it unless you object, with reasons, within 30 days of the date it is made available, in which case we will correct it;

(d) you keep the VAT number and invoicing details in the Affiliate Portal accurate and tell us promptly if your VAT status changes; and

(e) you may withdraw this consent by writing to us. From then on you will send us your own invoice for each payout before it is paid.

Until we enable self-billing in the Affiliate Portal, VAT-registered businesses send us their own invoice for each payout, addressed to AxiTrace at the details in Section 1.1.

10.7. VAT-registered businesses in Poland issue their own VAT invoice for each payout, through the National e-Invoicing System (KSeF) where the law requires it.

10.8. Other affiliates. If you are not registered for VAT, we do not need an invoice from you. The payout statement in the Affiliate Portal records the payment.

11.1. While you are in the Program, we give you a limited, non-exclusive, non-transferable, revocable licence to use the AxiTrace name, logo and the materials we provide in the Affiliate Portal, only to promote AxiTrace under these Terms.

11.2. Use our logos and screenshots as provided, without changing them. Do not register or use domain names, social media handles, app names or business names that contain "AxiTrace" or anything confusingly similar.

11.3. You may write your own content about AxiTrace (reviews, tutorials, comparisons) as long as it complies with Sections 8 and 9.

11.4. We may ask you to change or remove content that misrepresents AxiTrace or breaks these Terms. Please do so within 5 business days of our request (immediately for a breach of Section 8.8). When your participation ends, stop using our brand and remove your Referral Links, except in content published earlier that you cannot reasonably edit, such as old videos, where the links simply stop earning commission.

11.5. We may mention you as an AxiTrace affiliate (name, logo, website or channel) only with your permission.

12.1. Confidential information. Information we share with you that is not public (for example unreleased features, individual commission arrangements, or information about our customers) must be kept confidential and used only for the Program, during the Program and after it ends.

12.2. Your data. AxiTrace is the controller of the personal data you give us for the Program (name, contact details, website and channels, country, payout details, tax information) and processes it to run the Program, pay you, meet our tax and accounting obligations, prevent fraud, and contact you about the Program. FirstPromoter and our payment providers process it on our behalf or as independent controllers where they act on their own account (for example PayPal). More information, including your rights, is in our Privacy Policy at https://axitrace.com/privacy/.

12.3. Referred customers' data. We share with you only what you need to check your commissions: an anonymous customer identifier, the plan, and the amounts on which you earned commission. We do not share referred customers' contact details, store data or tracking data. You must not use the information you see in the Affiliate Portal to identify or contact referred customers beyond the relationship you already have with them.

12.4. What FirstPromoter receives. For each Referred Customer we share with FirstPromoter only an opaque customer identifier, payment amounts, the plan and the currency, never the customer's email address or IP address. Clicks on your Referral Link are counted with FirstPromoter's script and with our own first-party cookie on axitrace.com, as described in our Privacy Policy.

12.5. Your audience. For the personal data you collect from your own audience, such as newsletter subscribers, you are an independent controller and responsible for complying with data protection law.

13.1. Duration. These Terms run for an indefinite period from the approval of your application.

13.2. Leaving. You may leave the Program at any time by writing to us or using the Affiliate Portal.

13.3. Ending your participation. We may end your participation at any time with 30 days notice by email. We may also close the Program as a whole with 30 days notice by email.

13.4. Termination for breach. We may suspend your account or end your participation immediately if you seriously breach these Terms, in particular Sections 8 or 9, or if you give us false information. We will tell you the reason.

13.5. What happens to your money. When your participation ends:

(a) commission stops accruing on payments received after the end date;

(b) commission already earned is paid under the normal payout and refund rules (Sections 6 and 7) and is paid on the regular schedule, provided your final approved balance is at least $50; and

(c) if your participation ended for breach under Section 13.4, unpaid commission connected with the breach is not paid. After a breach of Section 8.8, no unpaid commission is paid.

13.6. Sections 7, 10, 11.4, 12, 15 and 16 continue to apply after your participation ends.

14.1. We may change these Terms, for example when the law changes or we change the Program. We will email you at least 30 days before a change takes effect, explain what changes, and publish the new version with a new version number and effective date. You will be asked to accept the new version in the Affiliate Portal.

14.2. If you do not agree, you may leave the Program before the change takes effect, and Section 13.5 applies as if we had ended your participation without breach.

14.3. Changes never reduce commission already earned before the change takes effect. If we lower the commission rate, the lower rate does not apply to Referred Customers who were attributed to you before the change took effect.

14.4. We may make changes required by law, or changes that only benefit you, with shorter notice.

15.1. The Program and the Affiliate Portal are provided "as is". We do not guarantee any level of earnings, and we may change AxiTrace's products, plans and prices at any time under our Terms of Service.

15.2. Neither of us is liable to the other for indirect or consequential loss, such as lost profits (other than commission due under these Terms), lost business or lost data.

15.3. Our total liability to you arising out of the Program is limited to the total commission paid and payable to you in the 12 months before the event that gave rise to the claim.

15.4. You are responsible for your own content and promotion, and you will compensate us for third-party claims, fines and reasonable costs caused by your breach of Sections 8, 9, 11 or 12.

15.5. Nothing in these Terms limits liability for damage caused intentionally or by gross negligence, or any liability that cannot be limited under applicable law.

16.1. Independent parties. You are an independent contractor. Nothing in these Terms creates an employment relationship, agency, partnership, joint venture or franchise between us. You may not make commitments on behalf of AxiTrace. You decide how and when you promote AxiTrace, within these Terms, and bear your own costs.

16.2. Governing law. These Terms are governed by the laws of the Republic of Poland, excluding its conflict of laws rules. This does not take away any protection you have under mandatory provisions of the law of your country of residence.

16.3. Disputes. We will first try to resolve any dispute informally. If it is not resolved within 30 days of written notice, it will be decided by the courts competent for the city of Warsaw, Poland.

16.4. Notices. We send notices to the email address in your Affiliate Portal account. You send notices to chris.gaudy@axitrace.com. Email notices count as written notices.

16.5. Transfer. You may not transfer your Affiliate account or these Terms to someone else without our written consent. We may transfer them to a company that takes over the AxiTrace business, and will tell you if we do.

16.6. Whole agreement. These Terms, together with any written individual arrangement we make with you, are the whole agreement about the Program. If an individual arrangement conflicts with these Terms, the individual arrangement prevails for the matter it covers.

16.7. Severability. If a provision is found invalid, the rest of these Terms remains in force, and the invalid provision is replaced by a valid one that comes closest to its purpose.

16.8. Language. These Terms are written in English. If they are translated, the English version prevails.

16.9. Questions. chris.gaudy@axitrace.com. We aim to answer within 2 business days.