This Referral Partner Agreement ("Agreement") is entered into by and between Henna Inc., a Delaware corporation operating the software platform Six Figures ("Company"), and the registering partner entity or individual ("Partner").
1. Purpose & Non-Exclusivity
1.1 Purpose. Company operates Six Figures (www.sixfigures.app), a SaaS platform facilitating startup fundraising, accelerator applications, and investor outreach campaigns. Partner desires to refer prospective founders to Company in exchange for community discounts or revenue share compensation.
1.2 Relationship. Partner acts solely as an independent contractor. Nothing herein creates a partnership, joint venture, agency, or employment relationship.
2. Referral Process & Lead Eligibility
2.1 Referral Tracking. Partner shall refer founders using a custom referral link, co-branded page, or dedicated discount code issued by Company.
2.2 Eligible Referrals. A "Referred Sale" must be a new client not actively engaged in Company's sales pipeline. Company reserves full discretion to determine whether a lead constitutes an eligible Referred Sale prior to payout.
3. Partner Compensation Options
Partner selects one of the following models upon registration:
- Option A (Discount): Referred founders receive $1,100 off the standard $2,200 Investor Campaign fee. Partner receives no monetary revenue share.
- Option B (Revenue Share): Referred founders receive $200 off the standard $2,200 Investor Campaign fee. Partner receives 50% of the net fees actually collected by Company for the first paid Investor Campaign purchased ($1,000 of the $2,000 paid).
4. Flexible Payments, Taxes & Tail Period
4.1 Flexible Payouts. Revenue share payments are calculated and distributed on a flexible schedule determined by Company (e.g., periodic batches, quarterly, or upon reaching a minimum payout threshold of $100 USD), provided net funds have been successfully collected from the Referred Sale.
4.2 Tax Documentation & 1099s. Payouts require a valid IRS Form W-9 and ACH direct deposit information on file. Company will issue or auto-generate annual IRS Form 1099-NEC summaries as required by US tax law for partners earning $600 or more in a calendar year.
4.3 Flexible Tail Period. In the event of agreement termination, Company will honor earned commissions for Referred Sales initiated prior to termination in accordance with Company's flexible payout schedule.
5. Mutual Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES. EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED THE TOTAL REVENUE SHARE PAYMENTS PAID OR PAYABLE TO PARTNER UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
6. Branding & Governing Law
6.1 Opt-In Logo Usage. Neither party may use the other party's name, logo, or trademarks in public promotional materials without prior written (or email) opt-in approval.
6.2 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to conflict of law principles. Venue shall lie exclusively in the state or federal courts located in the State of Delaware.