Local Partner Agreement

LOCAL PARTNER CLIENT SERVICE ADDENDUM Version 2026-09-19.1 This addendum accompanies the Local Partner Agreement 2026-09-17.3. Where they conflict, this addendum governs connections accepted under this program. Your earlier signed records and commissions already earned are retained. 1. Approval and client choice Participation requires owner approval. You may invite businesses you independently meet, with permission to send the invitation. Do not use our member directory or free signup base as a prospecting list, scrape contacts, send bulk invitations or solicit unassigned members through platform access. The client must sign in and explicitly accept your invitation, or request you and receive your acceptance. One business may have one active partner. An invitation or application alone creates no relationship. 2. Your service Explain offers accurately, help clients navigate setup and their profiles, respond helpfully, and escalate matters you cannot resolve. Set your availability honestly. Never promise earnings, traffic, jobs, guaranteed placement or special prices. Do not handle client passwords or card information. You have no authority to bind the company. Profile changes require separate client authorization; the dashboard does not grant editing access. 3. Earnings and client control You earn 30% of eligible recurring service revenue actually collected during an accepted connection. Free accounts generate no commission; one-time setup fees, advertising spend and custom work are excluded. No retroactive earnings are created by accepting an existing paying business. A client may disconnect without permission. That ends access immediately and stops eligibility on later payments. Already earned amounts retain their 30-day hold, actual provider fee allocation and refund/dispute adjustments. No new sales milestone bonus is promised under this addendum; legacy milestone claims remain subject to their signed terms. 4. Earlier relationships By accepting this addendum you agree that future earnings on your earlier referrals also end when that client disconnects or voluntarily chooses another partner. Previously earned commissions and existing signed agreement records are not erased. Earlier partners who have not accepted this change require owner review before competing commission rights are assigned. 5. Privacy and conduct Use client information only to provide requested service. Do not share, sell or export private client lists. After disconnecting, cease use of client information except records lawfully required to be retained. No spam, fake businesses, self-funded referrals or misleading endorsements. Disclose your commission relationship. 6. Paperwork and payouts Accept and retain this addendum and the base agreement below. Provide a completed, signed W-9 through the private upload for U.S. partners; request help if a different form applies. Bank and identity onboarding is handled by Stripe. Tax-form review, bank readiness and payout-provider configuration are separate checks. Payouts remain blocked until required checks and holds are complete. Do not put tax IDs or bank details in messages or public profiles. 7. Electronic consent Your typed legal name, checked agreement and electronic-record consent, verified email, timestamp and document hash record your acceptance. This is not employment or a promise of earnings. All other applicable provisions of the base agreement remain in effect. BASE AGREEMENT LOCAL PARTNER REFERRAL AGREEMENT Version 2026-09-17.3 1. Parties and acceptance This agreement governs participation in the Gulf Coast Project Pros Local Partner Referral Program between Michael Barlow, an individual doing business as Gulf Coast Project Pros (Company, we, us) and the person or business identified in the signature record (Partner, you). You must be at least 18, legally able to contract, and authorized to bind any business you represent. Joining is free. Signing confirms your agreement to these terms, not a promise of employment or earnings. 2. Referral attribution A qualifying referral is a genuine new customer who voluntarily purchases an eligible service using your assigned referral link or code. Attribution is recorded on the customer account at initial signup and confirmed before purchase. Later links do not overwrite attribution. A documented correction may be reviewed before payout; there is no automatic retroactive credit for existing customers. One customer has one referring partner. A free business signup earns no commission or milestone credit; its recorded referral remains attached if the business later upgrades to an eligible paid subscription. You must not claim referrals to yourself or businesses you own or control. 3. Recurring commissions (gross, before fees) You earn 30% of eligible recurring membership, website service and AI advertising management revenue actually collected and retained from your referred customers. Current monthly memberships are Basic $39, Preferred $79 and Spotlight $149. Website service is $99 per month. AI advertising management is $99 per platform per month for Meta (Facebook and Instagram together), Google and ChatGPT. At full monthly prices, gross commissions are $11.70 for Basic, $23.70 for Preferred, $44.70 for Spotlight, $29.70 for website service and $29.70 for each advertising platform. Multiple platforms each earn their own commission on the management fee collected. Free listings, the $199 website design/setup fee, the $249 advertising setup fee, advertising media spend, separately quoted custom work, taxes, third-party expenses and pass-through charges do not earn commissions. Commission is calculated on the eligible recurring service amount after discounts and refunds, rounded down to whole cents, before the provider fee deductions in section 5A. Upgrades and downgrades change the eligible recurring amount for future payments; the rate remains 30%. Duplicate or overlapping subscriptions created to manufacture rewards are ineligible. 4. No calendar expiration Recurring commission eligibility has no fixed time limit while the referred customer continues making qualifying payments. A temporary interruption produces no commission for unpaid periods. A genuine returning customer retains the recorded referral subject to these terms, but cannot count again for a milestone. Lawful termination, program changes or suspension must not be used merely to erase valid accrued commissions or avoid the promised recurring eligibility on existing referrals. Fraudulently obtained referrals are never eligible. 5. Payment hold and monthly payouts Each collected payment has its own 30-day commission hold starting on the actual collection date. Eligible balances are processed on a monthly payout run after that hold. Transfer completion depends on the payout provider and bank. Accurate identity, tax and verified bank information are required before funds can be released. Pending earnings are not proof that a bank transfer has occurred. We may temporarily hold affected earnings while a specific payment, identity, duplicate-account or fraud issue is investigated and will provide an explanation and a way to request review. Partners never receive or handle customer card information on our behalf. 5A. Your share of actual provider charges The commission and milestone amounts advertised are gross earnings before the deductions described here. You authorize us to deduct your proportionate share of actual, documented Wix payment processing charges and actual charges to distribute partner payouts. For a customer payment, your share is the actual processing charge multiplied by your gross eligible commission divided by the total customer payment processed. We bear the remaining company share. For a shared partner payout run, an actual distribution charge is allocated according to each partner's gross earnings included in that run divided by total gross partner earnings in that run; a charge solely for your transfer is allocated to your transfer. Allocations are rounded down to whole cents and we bear any rounding remainder. We do not add a markup, assume a fee where none was charged, or deduct the same charge twice. No separate company subscription costs, chargeback penalties or unrelated expenses are passed through under this clause. Each deduction will identify the related payment or payout, the provider charge reference and your allocated amount in your account record. Net payouts equal eligible gross earnings minus disclosed provider fee allocations and lawful refund or correction offsets. Unreleased earnings remain subject to the 30-day hold and verification rules. Deductions may not create a bank debit; amounts exceeding available earnings require review before any offset. Provider fee credits and accounting errors must be reconciled to affected partners. A fee may be deducted only under a signed agreement that discloses it. You may request the supporting calculation through our published contact channel. 5B. One combined processing fee Your payout statement presents one Processing fee combining your proportionate share of actual Wix processing charges and the actual charge allocated to your payout transfer, including Stripe when used. The underlying amounts and receipt references remain available as a breakdown. A transfer charge specific to your payout is allocated to you; a shared charge is allocated proportionately under Section 5A. There is no markup and no deduction for a provider charge that was not incurred. An unconfirmed provider charge is shown as pending, never estimated as zero. Net transfer equals eligible gross earnings minus documented offsets and this combined processing fee. Payouts with missing receipts or unresolved adjustments remain in review; no bank debit is authorized. 6. Cancellations, refunds and disputes Stopping future renewal stops future commissions but does not by itself invalidate commission on a completed, nonrefunded paid service period. Full refunds and lost chargebacks reverse associated commissions; partial refunds proportionately reduce them. Open disputes place affected commissions on hold. If resolved in our favor, otherwise eligible commissions are restored. Amounts incorrectly paid may be offset against future earnings, with an itemized record; an offset is not authorization to debit your bank account. A payment may be disputed after the 30-day hold. Intentional fraud may also lead to recovery action permitted by law. 7. Platinum Seller milestone A one-time $500 milestone bonus is available for each additional group of ten distinct, genuine Spotlight businesses referred by you. Each business must have remained subscribed to Spotlight for at least 60 days, made at least two successful monthly Spotlight payments, and be active and paid at qualification. Relevant payments must be free of unresolved refunds or disputes and have completed the applicable payment hold. Trial, free, self-funded, duplicate and previously counted businesses do not qualify. Every business may count toward only one milestone for the entire program, including after cancellation, rejoining, ownership review or a code change. All ten must qualify together; the milestone requires review before release. Ordinary later cancellation does not reverse an honestly earned bonus. Fraud, refunds or lost chargebacks that invalidate the qualifying group may reverse an improperly earned bonus. Ten referrals are a qualification example, not an earnings forecast or guarantee. 8. Prohibited conduct You must not create fake customers, pay or reimburse memberships to generate rewards, use stolen payment methods, conceal common ownership, collude to manufacture signups, reuse a business under multiple profiles for rewards, insert referral codes without a customer's knowledge, interfere with another partner's attribution, or evade a prior suspension. No rewards are paid for recruiting other partners. Do not spam, impersonate us, promise jobs or guaranteed returns, make unverified licensing or insurance claims, publish misleading testimonials, or use deceptive paid advertising. Do not purchase advertisements using our brand name as a keyword or claim official Company employment without written authorization. Approved program materials may be used only accurately and for lawful referrals. 9. Advertising disclosures Clearly disclose that you may earn a commission near any recommendation or referral link where the relationship would not otherwise be obvious. For example: I may earn a commission if you join through my link. Follow applicable advertising, privacy and communications laws. Obtain permission before sharing another person's nonpublic information. Do not upload third-party contact lists without permission. 10. Independent relationship and taxes You act independently and choose whether, when and how to make lawful referrals. You have no authority to bind us, set prices, collect customer payments, or promise special terms. You are responsible for your own expenses and taxes. U.S. partners must provide an accurate W-9 through the designated secure process; other eligibility, withholding and reporting requirements may apply. We or our service provider will issue applicable tax reporting documents when required. Do not send bank account numbers, tax IDs or tax forms through public profiles or ordinary contact forms. 11. Information, records and security Provide accurate identity, ownership and contact information and update it when it changes. We may use account, transaction, device and payment-provider signals to detect abuse. Shared network or address information alone does not establish fraud. Security checks may be required when payout details change. We retain agreement versions, signature evidence, referral attribution and financial audit records for legitimate operational and legal purposes under our privacy policy. Confidential customer and program information must not be sold, scraped or misused. 12. Suspension, termination and review Either party may end participation by written notice through the contact channel listed on the website. We may suspend access or disputed earnings for nonpayment, fraud, security concerns or material breach, proportionately to the issue. Valid accrued earnings remain payable subject to holds, required verification and lawful offsets. Existing qualifying recurring referral rights continue as described in Section 4 unless invalidated by a substantiated breach involving those referrals. You may request an itemized explanation and review through our published contact channel. We will consider supporting information before making a final fraud determination where practicable. 13. Changes and service limits Future prices and program offers may change prospectively with notice. Material changes to this agreement require a new version and acceptance where applicable. A new version does not retroactively reduce already earned amounts or extinguish existing qualifying recurring rights without your agreement. We do not guarantee website traffic, conversions, customer retention, business service quality or any level of partner earnings. Payment and technical services can experience interruptions; we will correct substantiated accounting errors. 14. Responsibility and governing law Each party remains responsible for its own fraud, willful misconduct, unlawful conduct and breach of this agreement. Neither party is liable for speculative or indirect lost profits to the extent exclusion is permitted by law. Nothing excludes liability or rights that cannot lawfully be excluded, or payment of valid earned commissions. Texas law governs, subject to applicable federal law. Before litigation, the parties will attempt in good faith to resolve a dispute through written notice and a reasonable opportunity to respond. No mandatory arbitration or waiver of statutory rights is created by this agreement. 15. Electronic signature and complete agreement You consent to electronic records and intend your typed legal name, checked acceptance and authenticated submission to be your electronic signature. You can read, print and save this agreement before signing and obtain your signed copy from your partner dashboard. The record includes the exact agreement text and version, signature name, verified account email, signing timestamp and document hash. If you cannot access or retain the agreement, do not sign and contact us for assistance. This agreement and any separately signed written amendment constitute the agreement for this referral program. If a provision is unenforceable, the remaining provisions continue to the extent permitted by law.