Dapta Partner Agreement

This Partner Agreement (“Agreement”) is entered into by and between Dapta AI LLC (“Dapta”), a Delaware Corporation specializing in AI integrations, and the undersigned partner (“Partner”), collectively referred to as the “Parties.”

1. Purpose

The purpose of this Agreement is to establish the terms and conditions under which Partner may refer potential customers (“Customers”) to Dapta for the purpose of purchasing Dapta’s services, and in return, receive a commission based on the Customers’ consumption of Dapta services.

2. Dapta Services and Pricing

Dapta’s services and pricing are detailed on the Dapta website at https://www.dapta.ai/pricing. Pricing is based on the amount a user
consumes the platform.

Partners will be notified of pricing changes but such changes may occur indiscriminately and without prior notice.

3. Commission Structure

Partner shall receive a commission for each Customer referred to Dapta under the following terms:

First Year Commission: Partner shall receive a commission equal to 30% of the Customer’s point of sale monthly bill for client life following the Customer’s activation.
Commission Cessation: Commission payments shall cease if/when the Customer churns.

4. Customer Acquisition Reporting

Clients will be attributed to the Partner when they redeem the Partner’s unique referral code during sign-up.

Partners will receive 30% of the client’s monthly payments for up to 12 months, or until the client churns — whichever comes first. This replaces the standard $50 reward offered through regular (non-partner) referral codes.

At the end of each calendar month, Dapta will review all users who redeemed a Partner code. Payout eligibility is based on whether the client has successfully paid their monthly balance. Qualified payouts will be processed and distributed to the Partner during the first week of the following month.

5. Exclusions

No commission will be paid for Customers who:

Already had a Dapta account prior to the referral.
Had entered their information into any Dapta lead acquisition form.
Had had a meeting with a Dapta sales representative.

6. Payment Terms

Payment Schedule: Commission payments will be made to Partner up to thirty (30) days after the Customer has paid their monthly bill in full.
Payment Method: Payments will be made via bank transfer.
Payment Conditions: Commissions are contingent upon the full payment of the monthly bill by the Customer. In the event of partial payment, commission amounts will be adjusted accordingly.

7. Term and Termination

This Agreement shall commence on the Effective Date and shall continue in effect until terminated by either party with thirty (30) days written notice.

8. Confidentiality

Both parties agree to keep the terms of this Agreement and any proprietary
information exchanged between them confidential.

9. Independent Contractor

The Partner is an independent contractor and is not considered an employee of Dapta.

10. Governing Law

This Agreement shall be governed by the laws of the State of Delaware

11. Entire Agreement

This Agreement constitutes the entire agreement between the Parties and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter of this Agreement.

12. Contract Modifications

Any modifications to this Agreement must be made in writing and signed by both Dapta and the Partner. Oral agreements or understandings not formally incorporated into this Agreement shall have no force or effect.

13. Non-Competition

The Partner agrees not to engage in, or assist others in engaging in, any business activities that are directly competitive with the business of Dapta during the term of this Agreement and for a period of one (1) year following its termination

14. Non-Solicitation

For the duration of this Agreement and for one (1) year thereafter, the Partner agrees not to solicit, directly or indirectly, any business from, or attempt to sell, license, or provide the same or similar products or services provided by Dapta, to any of Dapta’s customers or clients with whom the Partner has had contact during the term of this Agreement.

15. Limitation of Liability

Dapta shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the services; (ii) any conduct or content of any third party on the services; (iii) any content obtained from the services; and (iv) unauthorized access, use, or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence), or any other legal theory, whether or not Dapta has been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed its essential purpose.

16. Intellectual Property Rights

All intellectual property rights in or arising out of or in connection with the services provided by Dapta (other than intellectual property rights in any materials provided by the Partner) shall be owned by Dapta. The Partner acknowledges that all trademarks, trade names, service marks, logos, and other intellectual property rights used by and associated with Dapta are and shall remain the sole property of Dapta. The Partner shall not use, register, or attempt to register any trademarks, trade names, service marks, logos, or other intellectual property rights that are identical to, confusingly similar to, or incorporate any of those of Dapta without Dapta’s prior written consent. The Partner agrees to immediately cease any use or display of Dapta’s intellectual property upon request by Dapta or upon termination of this Agreement.