Partner & Integrator Agreement

"Partner" refers to any individual or entity that has been approved by Apertur to participate in the partner program and refer clients to the Apertur platform.

"Integrator" refers to a Partner who additionally builds and maintains integrations, plugins, or custom solutions that connect third-party systems with the Apertur platform.

"Referred Client" refers to any new customer who signs up for Apertur through a Partner's unique referral code or tracking link and who was not previously an Apertur customer.

"Commission" refers to the monetary amount earned by a Partner based on revenue generated by their Referred Clients.

"Revenue" refers to the net amount received by Apertur from a Referred Client's subscription payments, excluding taxes, refunds, chargebacks, and payment processing fees.

To become a Partner, you must submit an application through the Apertur partner portal or by contacting partners@apertur.ca. All applications are subject to review and approval at Apertur's sole discretion. Apertur may reject any application without providing a reason.

Upon approval, you will receive access to the partner dashboard, a unique referral code, and tracking links. You agree to provide accurate and complete information during the application process and to keep your account information up to date.

To qualify as an Integrator, you must additionally submit your integration for review by the Apertur team. Integrations must meet our technical quality standards and comply with our API usage policies. Integrator status is granted at Apertur's discretion and may be revoked if the integration fails to meet ongoing quality or compliance standards.

Standard Partner Commission: Partners earn a commission equal to 10% of net revenue generated by their Referred Clients. This commission applies for as long as the Referred Client maintains an active paid subscription with Apertur.

Integrator Bonus Pool: In addition to the standard Partner commission, Apertur allocates an additional 5% of total net revenue generated by all Integrator Referred Clients into a shared bonus pool. This pool is distributed monthly among all active Integrators on a pro-rata basis according to the usage generated by each Integrator's Referred Clients relative to total Integrator Referred Client usage.

Example: Suppose the total Integrator bonus pool for a given month is $500 CAD. Integrator A's clients generated 60% of total Integrator Referred Client usage, and Integrator B's clients generated 40%. Integrator A would receive $300 (60% of $500) and Integrator B would receive $200 (40% of $500), in addition to their standard 10% partner commissions.

Usage for the purposes of the Integrator bonus pool is measured by the number of upload sessions created by the Integrator's Referred Clients during the billing period.

Commission rates may be changed by Apertur with 30 days' written notice. Any changes apply only to revenue generated after the effective date of the change.

Minimum payout threshold: Commissions are paid out only when the accumulated unpaid balance reaches or exceeds $50 CAD. Balances below this threshold are carried forward to the next payment period.

Payment method: All commission payments are made via PayPal. You are responsible for maintaining a valid PayPal account and providing Apertur with your correct PayPal email address. Apertur is not responsible for payments sent to an incorrect PayPal address provided by you.

Payment frequency: Commission payouts are processed monthly, on or before the 15th of each month, for commissions earned during the previous calendar month, provided the minimum threshold has been met.

Currency: All commissions are calculated and paid in Canadian dollars (CAD).

Taxes: You are solely responsible for any taxes, duties, or other governmental charges applicable to your commission income. Apertur may request tax documentation (such as a W-8BEN or equivalent) before processing payments, as required by applicable law.

Referred Clients are tracked using your unique referral code or partner tracking link. When a prospective client clicks your referral link, a 90-day attribution cookie is set in their browser. If the prospective client signs up for a paid Apertur plan within that 90-day window, they are attributed to you as a Referred Client.

Attribution is determined on a last-click basis. If a prospective client clicks multiple partner referral links, the most recent click before sign-up determines attribution.

You may view your referral activity, attributed clients, and commission earnings through the partner dashboard. Apertur's tracking data is considered definitive for commission calculation purposes. While Apertur strives for accuracy, you are encouraged to monitor your dashboard and report any discrepancies within 60 days of the relevant transaction.

As a Partner, you agree to the following restrictions:

No self-referrals: You may not use your own referral code or link to sign up for Apertur accounts for yourself, your own company, or any entity in which you hold a controlling interest.

No misleading advertising: You must not make false, misleading, or exaggerated claims about Apertur's features, pricing, or capabilities. All promotional materials must accurately represent the Apertur platform.

No brand term bidding: You may not bid on Apertur brand terms (including "Apertur", "apertur.ca", or any misspellings or variations thereof) in paid search advertising campaigns (e.g., Google Ads, Bing Ads).

No spam or unsolicited communications: You must not promote Apertur through unsolicited bulk email, SMS, or other messaging channels in violation of applicable anti-spam laws.

Compliance with laws: You must comply with all applicable laws and regulations in your promotional activities, including but not limited to consumer protection, privacy, and advertising disclosure requirements.

Proper disclosure: Where required by law or platform policy, you must disclose your affiliate/partner relationship with Apertur in your promotional content.

Violation of any of these restrictions may result in immediate termination of your partner account and forfeiture of unpaid commissions.

Either party may terminate this agreement at any time by providing 30 days' written notice to the other party. Apertur may send notice via email to the address associated with your partner account. You may send notice to partners@apertur.ca.

Apertur reserves the right to terminate this agreement immediately and without notice if you breach any provision of this agreement, including but not limited to the restrictions in Section 6.

Upon termination, your referral links will be deactivated and you will no longer earn commissions on new revenue. However, commissions already earned and confirmed prior to the termination date will still be paid out according to the payment terms in Section 4, provided the minimum payout threshold is met. If the unpaid balance at termination is below the minimum threshold, Apertur will make a final payment within 90 days of termination regardless of the threshold.

Termination of this agreement does not affect any rights or obligations that accrued prior to the termination date.

Apertur reserves the right to modify this agreement at any time. We will provide 30 days' written notice of any material changes by sending an email to the address associated with your partner account and by posting the updated agreement on our website.

Your continued participation in the partner program after the effective date of any modification constitutes your acceptance of the updated terms. If you do not agree to the modified terms, you must terminate your participation in the partner program before the changes take effect.

Non-material changes (such as corrections of typographical errors or clarifications that do not alter the substance of the agreement) may be made without prior notice.

To the maximum extent permitted by applicable law, Apertur shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, arising out of or in connection with this agreement or the partner program.

Apertur's total aggregate liability under this agreement shall not exceed the total commissions actually paid to you during the twelve (12) months preceding the event giving rise to the claim.

Apertur provides the partner program and related tools on an "as is" and "as available" basis, without warranties of any kind, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

Apertur does not guarantee any minimum level of referral conversions, revenue, or commission earnings.

This agreement is governed by and construed in accordance with the laws of the Province of Quebec and the federal laws of Canada applicable therein, without regard to conflict of law principles.

Any dispute arising out of or relating to this agreement shall be subject to the exclusive jurisdiction of the courts of the Province of Quebec, District of Montreal. You irrevocably submit to the personal jurisdiction of such courts.

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

For questions about this agreement, contact us at:

Apertur Partnerships Email: partners@apertur.ca