Affiliate program agreement

This Affiliate Program Agreement (“Agreement”) is entered into between Covent LLC (“Covent,” “we,” “us”) and you (“Affiliate,” “you”). This Agreement governs your application to and participation in the Covent affiliate program (“Program”).

By applying to or participating in the Program, you agree to this Agreement, our Terms of service, and any affiliate program policies or payout requirements we publish from time to time (collectively, the “Program Policies”).

Affiliate Link: A unique referral URL or tracking code provided by Covent.

Qualified Purchase: A paid subscription purchase that is attributed to your Affiliate Link within 90 days of the referral click and remains in good standing for at least 45 days after the qualifying invoice is paid.

Commission: The payout amount earned on a Qualified Purchase under Section 5.

Sanctioned Person or Country: Any person, entity, territory, or country restricted by applicable U.S. sanctions laws.

The Program is open to all users. We have sole discretion to accept, reject, suspend, or remove any Program application or participation status at any time.

You authorize us to contact you by email, phone, or SMS regarding your application, onboarding, credits, compliance, and Program administration.

You may not participate in the Program if you are a Sanctioned Person, operating from a Sanctioned Country, or otherwise prohibited by law from receiving compensation.

You will comply with all applicable laws and regulations, including FTC Endorsement Guides, CAN-SPAM, TCPA, and all state and federal telemarketing, consumer protection, and privacy requirements.

You must clearly and conspicuously disclose your affiliate relationship in any promotional content where endorsements or recommendations are made.

You may not engage in deceptive, unlawful, or abusive conduct, including spam, cookie stuffing, ad injection, misleading claims, fake scarcity claims, or impersonation of Covent.

You are responsible for the content and legality of your marketing activities and any personal data you collect, store, or process.

For each Qualified Purchase, you are eligible to earn a 25% recurring commission on subscription revenue attributed to your Affiliate Link.

Covent determines attribution and qualification in its reasonable discretion based on available tracking, anti-fraud systems, and Program rules.

We are not responsible for missed attribution caused by broken links, removed cookies, private browsing, ad blockers, device changes, or situations where your Affiliate Link is not used at checkout.

Commissions are reviewed in a monthly batch. Eligible balances become releasable after a 45-day hold period measured from the qualifying paid invoice timestamp in UTC.

You must maintain accurate legal and contact information to remain eligible for credit issuance.

Subscription credits do not require a minimum balance. ACH payouts require at least $100.00 in net payable balance when the monthly batch locks at 00:00 UTC on day 1 of the month.

We may place temporary holds for fraud reviews, compliance reviews, unresolved disputes, chargeback spikes, or identity verification.

Subscription credits are applied to your Covent subscription balance. ACH payouts are processed only through Stripe Connect Express after account readiness, identity checks, and payout compliance requirements are satisfied.

No Commission is due for fraudulent, illegal, refunded, reversed, disputed, or otherwise invalid transactions.

If a Commission was already released on a transaction that later becomes ineligible, we may deduct the overpayment from future affiliate earnings.

If we terminate this Agreement for cause, you forfeit unpaid Commissions to the maximum extent allowed by law.

Confidential Information includes all non-public business, technical, financial, customer, and Program information provided by Covent.

You may use Confidential Information only as needed to participate in the Program and may not disclose it except as required by law.

These confidentiality obligations survive termination of this Agreement.

We grant you a limited, non-exclusive, non-transferable, revocable license to use approved Covent trademarks and marketing assets solely for Program participation and in compliance with our brand guidelines.

You may not alter or misuse our trademarks, imply employment or agency status, or register domains, handles, or ads that are likely to confuse users about affiliation with Covent.

You grant Covent a worldwide, royalty-free right to use your name, logo, likeness, and affiliate promotional content for Program administration, marketing, training, and product improvement related to our business relationship.

This Agreement begins when your application is accepted and continues until terminated.

Either party may terminate without cause by giving thirty (30) days written notice.

We may suspend or terminate immediately for cause, including legal non-compliance, misleading promotion, trademark misuse, fraud, reputational harm, or material breach of this Agreement.

Upon termination, you must immediately stop using Affiliate Links, Program assets, and Covent marks.

You will indemnify, defend, and hold harmless Covent and its officers, directors, employees, and agents from and against all claims, damages, losses, penalties, liabilities, and expenses (including reasonable attorneys’ fees) arising from: (a) your Program participation; (b) your breach of this Agreement or Program Policies; (c) your legal non-compliance; (d) your marketing content or activities; or (e) your misuse of personal data or third-party rights.

THE PROGRAM IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COVENT WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, BUSINESS INTERRUPTION, OR DATA LOSS.

COVENT’S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT WILL NOT EXCEED THE GREATER OF: (A) THE TOTAL COMMISSIONS PAID OR PAYABLE TO YOU IN THE THREE (3) MONTHS BEFORE THE CLAIM, OR (B) $1,500.

This Agreement is governed by the laws of the State of Delaware, without regard to conflict of laws principles.

Any dispute arising from or relating to this Agreement will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules in Wilmington, Delaware.

YOU AND COVENT AGREE TO BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION, AND BOTH PARTIES WAIVE THE RIGHT TO A JURY TRIAL.

This Agreement, together with the Program Policies and Terms of Service, is the entire agreement between you and Covent regarding the Program.

We may update this Agreement from time to time. Material updates will be posted with a revised date. Continued participation after updates become effective constitutes acceptance.

This Agreement does not create any partnership, joint venture, agency, or employment relationship. Each party is an independent contractor.

Affiliate legal notices and questions should be sent to: help@getcovent.com.