Partner Program Terms

These Program Terms are the agreement between you and Newgensales LLC, a Wyoming limited liability company ("Newgensales", "we", "us"), for taking part in the Newgensales sales partner program (the "Program"). They add to our Terms of Service and Privacy Policy; where they differ on a Program matter, these Program Terms apply. You accept them when you enroll.

1. Words we use

• Affiliate: a partner who sells Newgensales as their product, enrolled through our own sales organisation after a partner call with us. Affiliate seats are limited and onboarded personally.
• Referrer: an existing Newgensales customer business that refers other businesses. One referrer per customer business.
• Recruit: an affiliate who came into the Program through another affiliate. The affiliate who brought them is the recruiter.
• Customer: a business whose subscription is attributed to you under section 6.
• Activated: a customer counts as activated for you once its first invoice is paid and the commission on it has accrued. Each subscription counts once. A subscription whose commission is later reversed in full, by a refund or a lost dispute, stops counting.

2. Enrolling

You enroll from Account → Referral Program in the app. Enrolling creates a Stripe Express account in your name; Stripe verifies your identity, collects your bank details and any tax forms it requires, and pays you. We never see your bank details. You must be at least 18, entitled to act for the business you enroll, and you may hold one partner account. An email already enrolled by someone else cannot be enrolled again. You choose the country of your bank account when you enroll; Stripe fixes it when the account is created and it cannot be changed afterwards. A referrer business is enrolled by its account owner (an Exec, or the individual owner); other members cannot enroll it or open its Stripe account.

You are an independent contractor. Nothing here makes you our employee, agent or representative, and you may not sign anything, promise anything or accept payment on our behalf. There is no exclusivity either way and no minimum you have to sell.

3. Commission

• Affiliates earn 15% of every invoice a customer pays, rising to 20% from your 2nd activated customer onward. At 5 activated customers you are an Evangelist: the same 20%, plus access to our inbound lead pool (section 9). The rate is read from your activated-customer count each time a commission is computed.
• Referrers earn a flat 20% of every invoice a customer pays.
• Commission is calculated on the subscription amount the customer actually paid, after any discount they received, and continues for as long as they remain a paying subscriber. Team customers pay per live seat, so your commission grows and shrinks with their seat count.
• On customers billed annually the rate is 5 points lower (10%, 15% and 15% respectively), applied to the whole annual invoice at once.
• No commission is paid on your own business, on a business you control, on infra credit purchases, or on anything that is not a Newgensales subscription invoice.

4. Recruit share (affiliates)

When a recruit's customer pays an invoice, the recruiter earns 50% of our net margin on that invoice. Net margin is what the customer paid, less a 3% payment-processing reserve, less the recruit's own commission, less our infrastructure cost for that customer. If that comes to zero or less, nothing is paid for that invoice.

• It applies to each customer's first 3 full billing periods only. An invoice for a seat change inside those periods shares too, but does not use up one of the 3. It applies to customers the recruit activated after buying their first infra credit and within 90 days of it. Until that first credit the recruit is approved but not active, and no share accrues. Customers activated before it never share.
• One level only: you earn on your recruits' customers, never on your recruits' recruits. It ends when the customer churns, and never on the recruit's or the recruiter's own business.
• Recruits are approved by us, one by one, from a partner call. The recruiter is recorded when we approve; lineage is never assigned afterwards.

5. Infra credit (affiliates)

Affiliates run the Newgensales coach on their own sales calls at cost. You buy credit up front in the amounts of €25, €50, €100, €200, by card, with an invoice for each purchase. The real per-call cost of your own calls — transcription, the notetaker, live coaching and the post-call analysis — is billed against that credit once a month, on the 1st, for the previous month.

• The coach runs while your balance — credit plus commission you have earned, less usage not yet billed — is above zero. When it is not, coaching pauses on your calls until you top up or close a sale. We email you when your remaining credit falls under €10.
• You may turn on auto-reload, which charges your saved card for the amount you chose whenever remaining credit falls under a threshold you set between €1 and €100. A declined card switches auto-reload off and we tell you.
• Credit is a deposit against your own usage and is never paid out as commission. Once the deposit is used up, usage is netted against commission before a payout. Unused credit is refunded on request; a refund removes that amount from your credit.

6. Attribution: which customers are yours

A new subscription is attributed once, at its first payment, by explicit links only. We never guess from a company name or an email domain. In this order:

1. A referral code reached checkout: because the customer started in a demo workspace you created for them; because their browser carried your code from your personal booking page; or because it carried your code from your referral link. A referral link sets a first-party cookie for 30 days; the first code a visitor carries is kept, and a later one does not replace it.
2. No code, or an unknown one (both partner kinds): the buyer's exact email matches a lead you own that the prospect created themselves, through your booking page or a capture form, within the last 180 days, that is not closed as lost, and whose business is not your own. Leads you typed in, imported or synced from a CRM never count. If two of your leads carry the same email, the earliest is the one that counts.

A code always beats an email match. An attributed subscription is never reassigned. If nothing links a subscription to a partner, no one is paid for it. A purchase by your own business, or by you, through your own code or link is not a referral and is not attributed.

7. Accrual, hold and payout

• Commission accrues when the customer's invoice is paid, in the currency of that invoice, and shows in your ledger the same day.
• Each accrual is held for 30 days, the length of the customer's money-back guarantee, and is then included in the next weekly payout run, on Mondays, as a transfer to your Stripe Express account. Stripe's own payout timing to your bank applies on top.
• Payouts need a completed Stripe onboarding with payouts enabled. Until then commission keeps accruing and waits.
• For affiliates, the amount that can pay out is your balance minus any infra credit deposit on it.
• We email you when commission accrues, when a payout is sent, and if Stripe refuses a transfer. A refused transfer is retried on the following Mondays, up to five times, and then sorted out with you by hand.
• If a Monday run is missed, it runs as soon as we are back, for everything that was due by that Monday.

8. Refunds, chargebacks and reversals

• If a customer's invoice is refunded, in full or in part, the commission and any recruit share on it are reversed in the same proportion. Within the hold the reversal simply reduces the payout. After a payout we reverse the corresponding amount from your Stripe account; only if Stripe cannot reverse it is it deducted from your next commissions.
• If a customer disputes a charge with their bank, any payout still pending on that invoice is held for a further 90 days. A dispute we lose is treated like a refund of the disputed amount; a dispute we win lifts the extra hold, and the normal hold still runs its course.
• A refund of your own infra credit reduces your credit by the refunded amount.

9. Booking pages and the lead pool

• Every partner has a personal booking page. A prospect who books there is your lead, and their signup is attributed to you under section 6. Every partner can hand a lead a demo workspace; a referrer may hand out 5 a calendar month, an affiliate as many as they need.
• From 5 activated customers (Evangelist), affiliates may claim leads from our inbound pool. A pool lead you claim becomes yours the same way. We may set how many pool leads a partner can hold and reclaim leads that are not worked.
• A lead is a person who chose to talk to us. Treat them accordingly: contact them about Newgensales, through the app, and stop when they ask.

10. What forfeits commission

We may cancel any commission, reverse any payout not yet made and suspend or end your enrollment if you:

• refer yourself, your own business or a business you control;
• enter someone into a booking page or capture form on their behalf to claim their later signup;
• set the referral cookie in any way other than a visitor clicking your link or booking on your page (forced clicks, iframes, redirects, incentives to click);
• run paid search or social ads on the Newgensales name or our brand terms, or register domains or handles that imitate us;
• make claims about the product beyond what our own site says, promise pricing, discounts or features we do not offer, or present yourself as Newgensales staff;
• send unsolicited bulk email or messages, or contact leads in breach of applicable marketing law;
• offer cashback, rebates or other inducements funded from your commission without our written agreement;
• share, sell or reuse lead or customer data outside the Program.

Where a payout already made was obtained this way, you agree to return it and we may set it off against anything else we owe you.

11. Data

• You see your own ledger: each accrual, reversal, credit purchase, usage bill and payout with its amount, date and invoice reference; your tier and activated-customer count; and, if you recruit, your recruits' names, status and what they have earned you. You do not receive a customer's calls, transcripts, contacts, pipeline or account data.
• Leads you bring in through your booking page or the pool are Newgensales records, handled under our Privacy Policy. You may work them in the app for the purpose of selling Newgensales and for nothing else.
• Stripe processes your identity, bank and tax information under its own terms and privacy policy.

12. Taxes and invoicing

You are responsible for any tax on what you earn under the Program and for any invoicing your own rules require. Amounts we pay are exclusive of VAT or sales tax unless the law says otherwise. Stripe collects the tax information it needs before it pays you, and may withhold where it is required to.

13. Changes, suspension and ending

• We may change rates, thresholds and the rules of the Program. Changes apply to commission accruing after the change, never to commission already accrued, and we give notice by email before they take effect.
• Either side may end your enrollment at any time. Commission already accrued is paid out at the end of its hold in the normal way, except where section 10 applies. Ending your enrollment does not end your customers' subscriptions.
• While your enrollment is suspended no new customers are attributed to you, no commission accrues on your customers' invoices, no payout is made, you cannot recruit and you cannot claim pool leads. Commission already accrued waits, and pays out when the suspension is lifted, except where section 10 applies.
• If you close your Newgensales account while commission is still owed to you, the account is deleted only after that commission has been paid out.

14. Liability

Our liability to you under the Program is limited to the commission properly accrued and unpaid at the time of the claim. We are not liable for lost profits, for a customer's decision to cancel, refund or dispute, or for Stripe's handling of your account. Nothing here limits liability that cannot be limited by law.

15. Contact

Questions about the Program or a specific payout: email noah@newgensales.ai with the ledger reference. The plan prices these rates are computed on are €129, €179 and €179 per live seat per month, or their annual equivalents, as published on the pricing page at the time the customer pays.