AFfiliate PARTNER Agreement

CEO PULSE LLC

As of January 1st, 2025

By accessing or engaging with any CEO Pulse LLC Affiliate Partner Program you agree to be bound by the terms of the Agreement and all applicable disclosures.

AFFILIATE PARTNER AGREEMENT

This Affiliate Program Agreement ("Agreement") is a legally binding contract between CEO Pulse LLC, an Arizona Limited Liability Company ("Company," "we," "us," or "our"), and the individual or entity agreeing to these terms ("Affiliate," "you," or "your").

By submitting an affiliate application, checking the acceptance checkbox, clicking "I Agree," or by participating in any Company affiliate program, you acknowledge that you have read, understood, and agree to be bound by this Agreement in its entirety. If you do not agree to these terms, do not apply for or participate in the Program.

This Agreement applies to all affiliate programs operated by CEO Pulse LLC, including but not limited to programs for REI Pulse CRM, REI Wholesaling Academy, REI Elite and any other current or future products, services, brands, or offerings of the Company (collectively, "Products and Services").

1. Definitions

"Affiliate Link" A unique URL, tracking code, coupon code, or other identifier provided to you by the Company to track referrals.

"Commission"

The compensation paid to you for Qualifying Referrals, as specified in your Program enrollment or the applicable Campaign terms.

"Campaign"

A specific affiliate promotion for a particular Product or Service, which may have its own commission rates, terms, and conditions.

"Program"

The CEO Pulse LLC Affiliate Program, including all Campaigns, tools, tracking systems, and related services.

"Qualifying Referral"

A new customer who completes a qualifying purchase through your Affiliate Link and meets all requirements specified in this Agreement.

"Products and Services"

All current and future products, services, software, courses, subscriptions, and offerings of CEO Pulse LLC and its affiliated brands.

2. Program Enrollment and Participation

2.1 Application and Acceptance

To participate in the Program, you must submit an affiliate application through the Company's designated application process. Submission of an application does not guarantee acceptance. The Company reserves the sole and absolute discretion to accept or reject any application without obligation to provide a reason. The Company may establish eligibility criteria and may modify such criteria at any time.

2.2 Account Responsibilities

Upon acceptance, you will receive access to an affiliate dashboard and unique Affiliate Links. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must provide accurate, current, and complete information and promptly update such information as needed. You may not share, sell, or transfer your affiliate account or Affiliate Links to any third party.

2.3 Relationship of Parties

You are an independent contractor and not an employee, partner, joint venturer, or agent of the Company. Nothing in this Agreement creates any employment, partnership, joint venture, or agency relationship. You have no authority to bind the Company to any contracts, obligations, representations, or liabilities. You are solely responsible for all taxes, insurance, licenses, and compliance with all laws applicable to your business activities.

2.4 Multiple Products and Campaigns

The Company may offer multiple Campaigns for different Products and Services. Each Campaign may have different commission rates, cookie durations, and specific terms. By participating in the Program, you agree to the terms of each Campaign you join. Campaign-specific terms supplement this Agreement; in the event of conflict, Campaign-specific terms control for that Campaign only.

3. Affiliate Obligations and Conduct

3.1 General Standards

As an Affiliate, you agree to:

Promote the Company's Products and Services in a professional, ethical, honest, and lawful manner;

Provide accurate, truthful, and non-misleading information about all Products and Services, including pricing, features, benefits, and limitations;

Comply with all applicable laws, regulations, and industry standards;

Maintain the integrity, reputation, and goodwill of the Company and its brands;

Respond promptly to any Company inquiries regarding your promotional activities;

Keep your contact and payment information current and accurate.

3.2 Disclosure Requirements

You must comply with all Federal Trade Commission (FTC) guidelines, state laws, and any other applicable regulations regarding endorsements, testimonials, and affiliate disclosures. This includes, but is not limited to:

Clearly and conspicuously disclosing your material connection to the Company (i.e., that you may receive compensation for referrals) in ALL promotional content, including but not limited to social media posts, blog posts, videos, podcasts, emails, and any other medium;

Placing disclosures in a prominent location that is easily visible before consumers click your Affiliate Link;

Using clear, unambiguous language such as "#ad," "#affiliate," "#sponsored," "affiliate link," "I earn commissions," or similar disclosures;

Ensuring disclosures are made in the same medium as the endorsement (e.g., verbal disclosure in videos, written disclosure in text posts);

Not relying on disclosures that are buried, hidden, or require consumers to click to see;

Ensuring any testimonials, reviews, or endorsements you provide are honest, accurate, and reflect genuine experience.

3.3 Prohibited Activities

You expressly agree NOT to engage in any of the following activities. Violation of any prohibition is grounds for immediate termination and forfeiture of commissions:

Misrepresentation: Making false, misleading, deceptive, exaggerated, or unsubstantiated claims about the Company, its Products and Services, pricing, features, results, or earning potential;

Spam and Unsolicited Communications: Sending unsolicited emails, text messages, social media messages, or other communications in violation of the CAN-SPAM Act, TCPA, GDPR, or any other applicable law;

Trademark Infringement: Using the Company's trademarks, brand names, product names, or variations thereof in domain names, social media handles, paid advertising keywords, or any other manner that could cause confusion or imply official affiliation without prior written consent;

Brand Bidding: Bidding on the Company's trademarks, brand names, product names, or misspellings thereof in pay-per-click (PPC) or paid search advertising without prior written authorization;

Impersonation: Creating websites, landing pages, social media accounts, email addresses, or other online properties that could be confused with official Company properties or that impersonate the Company or its employees;

Click Fraud: Engaging in cookie stuffing, click fraud, automated clicking, incentivized clicking, or any other manipulation of tracking systems;

Incentivized Traffic: Using cashback sites, loyalty programs, coupon sites, or other incentivized traffic sources without prior written approval;

Inappropriate Content: Promoting Products and Services on websites or platforms containing illegal content, adult or sexually explicit content, hate speech, violence, discrimination, or any content that could harm the Company's reputation;

Self-Referrals: Referring yourself, your own accounts, family members sharing your household, or business entities you control for the purpose of earning commissions;

Fraudulent Referrals: Referring fake, fraudulent, fabricated, or illegitimate customers, or using stolen payment information;

Income Claims: Making specific income claims, earnings representations, or guarantees regarding potential earnings from Products and Services without prior written approval and substantiation;

Unauthorized Discounts: Offering discounts, rebates, cashback, or other incentives not authorized by the Company;

Negative Marketing: Disparaging, defaming, or making negative, false, or misleading statements about the Company, its Products and Services, employees, or other affiliates;

System Manipulation: Attempting to manipulate, circumvent, reverse engineer, or interfere with the tracking, reporting, or commission systems;

Unauthorized Transfer: Assigning, selling, or transferring your affiliate account, Affiliate Links, or rights under this Agreement without written consent;

Illegal Activity: Engaging in any activity that violates any local, state, federal, or international law or regulation.

3.4 Data Protection and Privacy

You agree to comply with all applicable data protection and privacy laws, including but not limited to the California Consumer Privacy Act (CCPA), California Privacy Rights Act (CPRA), General Data Protection Regulation (GDPR) where applicable, and any other relevant privacy regulations. You shall not collect, store, use, or process personal data of referrals, potential customers, or any individuals except as strictly necessary and in full compliance with applicable law. You shall maintain appropriate security measures to protect any data you handle.

4. Commission Structure and Payment

4.1 Commission Rates

Commission rates, structures, and terms are specified in the applicable Campaign details provided to you upon enrollment or within your affiliate dashboard. Commission rates may vary by Product, Service, or Campaign. Unless otherwise specified in Campaign terms, the default commission structure is:

Commission Rate: As specified in Campaign enrollment.

Commission Type: As specified in Campaign enrollment (one-time or recurring).

Cookie Duration: As specified in Campaign enrollment.

The Company reserves the right to modify commission rates, structures, cookie durations, or other terms at any time. Material changes will be communicated via email or through the affiliate dashboard with at least thirty (30) days notice, except where immediate changes are necessary to prevent fraud or abuse. Continued participation after the effective date of changes constitutes acceptance.

4.2 Qualifying Referrals

A referral qualifies for commission only when ALL of the following conditions are met:

The referred customer is a new, first-time customer who has not previously purchased the applicable Product or Service from the Company;

The referred customer arrives at the Company's website or sales page through your valid Affiliate Link or uses your valid coupon/promo code;

The referred customer completes a qualifying purchase within the applicable cookie duration period;

The transaction is completed with valid payment and is not fraudulent;

The transaction is not subsequently refunded, charged back, disputed, or reversed;

The referral was generated in compliance with all terms of this Agreement;

Your affiliate account is in good standing at the time of the referral and at the time of commission payment.

4.3 Payment Terms

Commissions are calculated and paid according to the following terms:

Payment Schedule: Monthly, processed by the fifteenth (15th) day of each month for the previous month's qualifying and cleared commissions;

Minimum Payout: Two-Hundred US Dollars ($200.00). Balances below the minimum threshold roll over to the following month;

Holding Period: Commissions are held for a minimum of thirty (30) days after the transaction date to account for potential refunds or chargebacks before becoming eligible for payout;

Payment Methods: PayPal, direct deposit (ACH), or other methods designated by the Company at its discretion;

Currency: All commissions are calculated and paid in US Dollars (USD);

Payment Information: You are responsible for providing and maintaining accurate payment information. The Company is not responsible for payments sent to incorrect accounts due to inaccurate information provided by you.

4.4 Refunds, Chargebacks, and Reversals

If a referred customer receives a refund, initiates a chargeback, disputes a charge, cancels within a trial period, or otherwise reverses a transaction for any reason, the commission associated with that transaction will be reversed and deducted from your pending or future commission balance. If your commission balance is insufficient, you agree that the Company may offset the amount against future commissions or, in cases of fraud or abuse, may invoice you for the amount owed. The Company reserves the right to delay, withhold, or recover any commissions associated with suspicious, fraudulent, or policy-violating transactions.

4.5 Taxes

You are solely responsible for reporting and paying all applicable federal, state, local, and foreign taxes on commissions earned through the Program. The Company will report earnings to tax authorities as required by law. If you are a US person and earn $600 or more in a calendar year, you will receive a Form 1099-NEC. You agree to provide the Company with a completed and accurate W-9 form (for US persons) or W-8BEN/W-8BEN-E form (for non-US persons) upon request. Failure to provide required tax documentation may result in withholding of payments or backup withholding as required by law.

4.6 Commission Disputes

If you believe there is an error in your commission calculation, you must notify the Company in writing within sixty (60) days of the date the commission was calculated. Disputes not raised within this period are waived. The Company will investigate disputes in good faith and its determination shall be final.

5. Intellectual Property

5.1 Limited License

Subject to the terms of this Agreement and your continued compliance, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Company's approved trademarks, logos, images, and marketing materials ("Brand Assets") solely for the purpose of promoting the Company's Products and Services under the Program. This license is granted solely for Program purposes and automatically terminates upon termination of your participation in the Program or upon notice from the Company.

5.2 Usage Restrictions

In using Brand Assets, you agree to:

Use only Brand Assets provided or approved by the Company;

Follow any brand guidelines or usage instructions provided by the Company;

Not modify, alter, distort, or create derivative works of Brand Assets without prior written consent;

Not use Brand Assets in any manner that is disparaging, defamatory, misleading, or that could damage the Company's reputation;

Not use Brand Assets in connection with any content or activity that violates this Agreement;

Include appropriate trademark notices as directed by the Company;

Immediately cease use of any Brand Assets upon request by the Company.

5.3 Ownership

The Company and/or its licensors retain all rights, title, and interest in and to all Brand Assets, trademarks, trade names, service marks, logos, copyrights, patents, trade secrets, and other intellectual property. Nothing in this Agreement transfers any ownership rights to you. All goodwill arising from your use of Brand Assets inures solely to the benefit of the Company.

5.4 Your Content

You retain ownership of original content you create to promote Products and Services. However, by creating promotional content, you grant the Company a non-exclusive, royalty-free, perpetual, irrevocable, worldwide license to use, reproduce, modify, display, and distribute such content for marketing, promotional, and operational purposes.

6. Disclaimers and Limitation of Liability

6.1 No Earnings Guarantees

The Company makes no representations, warranties, or guarantees regarding the amount of commissions, income, or success you may achieve through participation in the Program. Results vary based on numerous factors including but not limited to your effort, skills, experience, audience, market conditions, and other variables entirely outside the Company's control. Any income examples or testimonials are not guarantees of your results.

6.2 Disclaimer of Warranties

THE PROGRAM, AFFILIATE DASHBOARD, TRACKING SYSTEMS, BRAND ASSETS, AND ALL RELATED TOOLS AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

THE COMPANY DOES NOT WARRANT THAT THE PROGRAM OR ANY RELATED SYSTEMS WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE COMPANY DOES NOT WARRANT THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY TRACKING, REPORTING, OR COMMISSION DATA.

6.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS MEMBERS, MANAGERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, LICENSORS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, BUSINESS OPPORTUNITIES, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, YOUR PARTICIPATION IN THE PROGRAM, OR YOUR INABILITY TO PARTICIPATE, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE PROGRAM SHALL NOT EXCEED THE LESSER OF: (A) THE TOTAL COMMISSIONS ACTUALLY PAID TO YOU BY THE COMPANY IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE THOUSAND US DOLLARS ($1,000.00).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH CASES, THE COMPANY'S LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

7. Indemnification

You agree to indemnify, defend, and hold harmless CEO Pulse LLC, its members, managers, officers, directors, employees, agents, contractors, licensors, successors, and assigns (collectively, "Indemnified Parties") from and against any and all claims, demands, actions, suits, proceedings, damages, losses, liabilities, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or related to:

Your breach of any term, representation, warranty, or obligation in this Agreement;

Your promotional activities, marketing methods, content, or communications;

Your violation of any law, regulation, ordinance, or third-party rights, including but not limited to intellectual property rights, privacy rights, and publicity rights;

Any claim that your promotional content or activities infringe, misappropriate, or violate the rights of any third party;

Any fraudulent, deceptive, misleading, or negligent act or omission by you;

Any claim by a referred customer, prospective customer, or any third party arising from your conduct or representations;

Your failure to comply with FTC guidelines, CAN-SPAM, TCPA, GDPR, CCPA, or any other applicable law or regulation;

Any tax liability, penalty, or interest arising from your failure to properly report or pay taxes on commissions earned;

Any dispute between you and a third party related to your participation in the Program.

The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you agree to cooperate with the Company's defense of such claims. You shall not settle any claim that adversely affects the Company or imposes any obligation on the Company without the Company's prior written consent.

This indemnification obligation shall survive the termination of this Agreement indefinitely.

8. Term and Termination

8.1 Term

This Agreement is effective upon your acceptance into the Program and shall continue until terminated by either party in accordance with this Section.

8.2 Termination by Affiliate

You may terminate your participation in the Program at any time for any reason by providing written notice to the Company via email at [email protected] or through the designated termination process in your affiliate dashboard. Termination will be effective upon receipt of notice or completion of the termination process.

8.3 Termination by Company

The Company may terminate or suspend your participation in the Program at any time, with or without cause, with or without prior notice, at its sole discretion. Grounds for immediate termination include, but are not limited to:

Breach of any term, condition, or obligation of this Agreement;

Engaging in any prohibited activity listed in Section 3.3;

Fraudulent, deceptive, or illegal conduct;

Any conduct that may harm the Company's reputation, brands, or business interests;

Providing false or misleading information in your application or at any time thereafter;

Inactivity (no qualifying referrals) for a period of twelve (12) consecutive months;

Failure to comply with FTC guidelines or other applicable laws;

At the Company's discretion for any business reason.

8.4 Effect of Termination

Upon termination of this Agreement for any reason:

Your right to participate in the Program and earn commissions immediately ceases;

All licenses granted to you under this Agreement immediately terminate;

You must immediately cease all use of the Company's Brand Assets, trademarks, and marketing materials;

You must immediately remove all Affiliate Links and promotional content related to the Company from all websites, social media, and other platforms within fourteen (14) days;

You must delete or destroy any confidential information or materials provided by the Company;

Commissions that have been earned, have cleared the holding period, and have met the minimum payout threshold prior to termination will be paid in accordance with the normal payment schedule, subject to any deductions for reversals, chargebacks, or policy violations;

Commissions below the minimum payout threshold at the time of termination will be forfeited;

The Company may withhold final payment for up to ninety (90) days following termination to account for potential refunds, chargebacks, or reversals;

If termination is due to fraud, abuse, or material breach, the Company reserves the right to forfeit all pending commissions.

8.5 Survival

The following provisions shall survive termination of this Agreement: Sections

1 (Definitions),

5 (Intellectual Property - ownership provisions),

6 (Disclaimers and Limitation of Liability),

7 (Indemnification),

8.4 (Effect of Termination),

8.5 (Survival),

9 (Confidentiality),

10 (Dispute Resolution),

and 11 (General Provisions).

9. Confidentiality

During and after your participation in the Program, you agree to maintain the confidentiality of and not disclose to any third party any Confidential Information. "Confidential Information" includes, but is not limited to:

Commission rates, structures, and payment terms (unless publicly disclosed by the Company);

Non-public business strategies, plans, and projections;

Customer lists, data, and information;

Proprietary systems, processes, and technologies;

Non-public financial information;

Any information designated as confidential by the Company;

The terms of any special arrangements or agreements between you and the Company.

This confidentiality obligation does not apply to information that: (a) is or becomes publicly available through no fault or action of yours; (b) was rightfully known to you prior to disclosure by the Company without confidentiality restrictions (c) is independently developed by you without use of or reference to Confidential Information; (d) is rightfully obtained from a third party without confidentiality restrictions; or (e) is required to be disclosed by law, provided you give the Company prompt notice and cooperate with any efforts to obtain protective treatment.

10. Dispute Resolution

10.1 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona, United States of America, without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

10.2 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact the Company at [email protected] to attempt to resolve the dispute informally. You and the Company agree to negotiate in good faith for a period of at least forty-five (45) days before initiating any formal proceeding. Most disputes can be resolved through informal discussion.

10.3 Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

Any dispute, claim, or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, shall be determined by binding arbitration before a single arbitrator. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures, or if JAMS is unavailable, by the American Arbitration Association pursuant to its Commercial Arbitration Rules.

The arbitration shall be conducted in Phoenix Arizona, or at another location mutually agreed upon by the parties. The arbitration may be conducted by telephone, videoconference, or based on written submissions, as determined by the arbitrator.

The arbitrator shall apply Arizona law, and the Federal Arbitration Act shall govern the interpretation and enforcement of this arbitration provision. The arbitrator shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Agreement, including any claim that all or part of this Agreement is void or voidable.

Judgment on the arbitration award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

10.4 Class Action and Jury Trial Waiver

YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, REPRESENTATIVE, OR CONSOLIDATED ACTION OR PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING.

IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, YOU AND THE COMPANY EACH WAIVE ANY RIGHT TO A JURY TRIAL.

10.5 Time Limitation on Claims

Any claim or cause of action arising out of or related to this Agreement or the Program must be filed within one (1) year after such claim or cause of action arose, regardless of any statute or law to the contrary. Any claim not filed within this period is permanently barred.

10.6 Injunctive Relief

Notwithstanding the foregoing, the Company may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of the Company's intellectual property rights, confidential information, or other proprietary rights.

11. General Provisions

11.1 Entire Agreement

This Agreement, together with any Campaign-specific terms, policies, or guidelines incorporated by reference, constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior or contemporaneous communications, proposals, representations, understandings, or agreements, whether written or oral, between the parties relating to its subject matter.

11.2 Amendments

The Company reserves the right to modify, amend, or update this Agreement at any time at its sole discretion. Material changes will be communicated by posting the updated Agreement on the Company's website, by email notification, or through the affiliate dashboard. The "Last Updated" date at the top of this Agreement indicates when the most recent changes were made. Your continued participation in the Program after the effective date of any changes constitutes your acceptance of the modified Agreement. If you do not agree to the changes, you must terminate your participation before the changes become effective.

11.3 Waiver

The failure of either party to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision or any other right or provision. Any waiver of any provision of this Agreement will be effective only if in writing and signed by the waiving party. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term.

11.4 Severability

If any provision of this Agreement is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable while preserving the parties' original intent, or if such modification is not possible, shall be severed from this Agreement. The invalidity, illegality, or unenforceability of any provision shall not affect the validity, legality, or enforceability of the remaining provisions, which shall continue in full force and effect.

11.5 Assignment

You may not assign, transfer, delegate, or sublicense any of your rights or obligations under this Agreement without the prior written consent of the Company. Any attempted assignment without consent is void. The Company may freely assign or transfer this Agreement, in whole or in part, without restriction or notification. This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.

11.6 Notices

All notices, requests, demands, and other communications under this Agreement shall be in writing and shall be deemed given: (a) when delivered personally; (b) when sent by confirmed email; (c) one (1) business day after deposit with a nationally recognized overnight courier; or (d) three (3) business days after mailing by certified or registered mail, return receipt requested. Notices to the Company should be sent to [email protected] or to the Company's registered address. Notices to you will be sent to the email address associated with your affiliate account.

11.7 Force Majeure

Neither party shall be liable for any failure or delay in performance under this Agreement (other than payment obligations) due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, fire, flood, earthquake, war, terrorism, riots, civil unrest, labor disputes, government actions or orders, internet or telecommunications failures, power outages, pandemics, epidemics, or public health emergencies.

11.8 No Third-Party Beneficiaries

This Agreement is for the sole benefit of the parties and their respective successors and permitted assigns. Nothing in this Agreement, express or implied, is intended to or shall confer upon any third party any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.

11.9 Headings; Interpretation

The section and subsection headings in this Agreement are for convenience of reference only and shall not affect the interpretation of this Agreement. The words "include," "includes," and "including" shall be deemed to be followed by "without limitation." The word "or" is not exclusive. References to "days" mean calendar days unless otherwise specified.

11.10 Electronic Acceptance

You agree that your electronic acceptance of this Agreement (by checking a checkbox, clicking an "I Agree" or "Submit" button, or similar action) constitutes your legally binding signature and acceptance of this Agreement, equivalent to a handwritten signature. You agree that electronic records of your acceptance are sufficient to prove the existence of this Agreement.

12. Acceptance

How This Agreement is Accepted

This Agreement is accepted and becomes legally binding when you:

Check the "I agree to the Affiliate Program Agreement" checkbox on the affiliate application form;

OR Click an "I Accept," "I Agree," "Submit Application," or similar button;

OR

Participate in the Program by using an Affiliate Link, promoting Products and Services, or accepting any commission payment.

By accepting this Agreement, you acknowledge and represent that:

You have read and understood this Agreement in its entirety;

You voluntarily agree to be legally bound by all terms and conditions;

You have the legal capacity and authority to enter into this Agreement;

If accepting on behalf of a company or other legal entity, you have the authority to bind that entity;

You understand this Agreement contains a binding arbitration clause, class action waiver, and jury trial waiver;

You are at least eighteen (18) years of age or the age of majority in your jurisdiction;

All information provided in your application is true, accurate, and complete.

Contact Information

If you have any questions about this Agreement or the Program, please contact us:

CEO Pulse LLC

Affiliate Program

Email: [email protected]

Website: www.ceopulse.com

By accessing or engaging with any CEO Pulse LLC Affiliate Partner Program you agree to be bound by the terms of the Agreement and all applicable disclosures.

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