PostalDataPI Partner Agreement — DRAFT v1.3.2

Status: DRAFT — Idaho State Bar Lawyer Referral Service consultation pending. Author: PE (PostalDataPI, non-attorney draft) Purpose: Public terms for the self-serve partner program at postaldatapi.com/partners. Written in plain English with the intent that any partner can read and understand it without legal counsel.

PostalDataPI Partner Agreement

Version 1.3.2 — Effective [DATE]

This agreement is between you (the "Partner") and PostalDataPI LLC, an Idaho limited liability company with its principal place of business in Eagle, Idaho ("we," "us," or "PostalDataPI"). By submitting a partner application through postaldatapi.com/partners, being approved by us, and clicking "I accept," you agree to these terms.

We wrote this in plain English on purpose. If anything is unclear, email us at partners@postaldatapi.com and we will explain.

1. What You Do and What We Do

Your role. You introduce potential customers to PostalDataPI. You can do this however works for you — sending your referral link to people you know, writing about us on your blog, sharing at conferences, running paid ads on generic category keywords (see Section 5 for what "generic" means), or any other honest method.

Your referral and promotional activities are not part of PostalDataPI's usual course of business, which is the provision of postal code data API services. This agreement is for marketing and referral support, not for the delivery of our core services.

Our role. We provide the PostalDataPI service, handle billing and support for the customer, track every dollar they spend, and pay you a commission on it. We also provide you with a partner resource kit (logos, banners, approved messaging, email templates, and brand guidelines) at postaldatapi.com/partners/resources, available from the moment your application is approved.

You are not our employee. You are an independent contractor. Specifically:

• You supply your own equipment and workspace.
• You set your own hours and methods.
• You bear your own expenses.
• You may work for any other company, including our competitors.
• You are paid based on results (commissions on referred revenue), not time.
• You are responsible for your own taxes, benefits, workers' compensation, unemployment insurance, and any other employment-related contributions in your jurisdiction.
• We do not set quotas, assign territories, require reports, or require exclusivity.
• You are not authorized to bind PostalDataPI to any commitment or represent yourself as our employee, agent, or representative.

Nothing in this agreement creates an employment relationship, partnership, joint venture, or agency.

If you are based outside the United States: you represent that you are validly engaged as a self-employed person or business entity under the laws of your jurisdiction, you are solely responsible for compliance with your local employment and tax laws, and you will indemnify PostalDataPI for any reclassification claim or liability arising from your jurisdiction's treatment of your status. See Section 9.3.

If you are integrating PostalDataPI into your own product and reselling access to your customers, please contact us at partners@postaldatapi.com — a separate reseller or OEM agreement may apply. This partner agreement covers referrals, not embedded reselling.

2. The Commission

2.1 Rate on standard products

45% of Commissionable Revenue on PostalDataPI's standard products, for every customer attributed to you.

2.2 Rate on custom contracts

For custom contracts that involve materially different service commitments — dedicated infrastructure, custom SLAs, regional data residency, professional services, or other elements not part of our standard offering — you earn 45% of Contract Profit, defined as that contract's Commissionable Revenue minus the direct costs of fulfilling the contract.

Direct costs include (money flowing to outside parties specifically because of this contract):

• Dedicated infrastructure (cloud tenancy, dedicated instances, regional data-residency infrastructure)
• SLA insurance or an equivalent documented self-insurance reserve (PostalDataPI will disclose the calculation method at signing)
• External contractors and professional services firms engaged specifically for this contract
• Third-party licenses required for the contract
• Similar contract-specific direct costs paid to external parties

Direct costs do NOT include any internal labor. Engineering salaries, support team time, founder or executive time, and any other compensation paid to PostalDataPI's own employees or existing contractors retained for general business operations are absorbed by PostalDataPI as part of running the business. Our operational team costs are not passed through as direct costs.

Narrow exception for dedicated new hires: if PostalDataPI hires a new employee or engages a new contractor exclusively to support this specific custom contract, and that hire would not have been made without the contract, their compensation during the period they are exclusively dedicated may count as a direct cost. Such hires must be documented at contract signing with their role, compensation, expected duration, and the basis for exclusivity, and the dedication must be objectively verifiable (e.g., a contractor whose engagement letter names this specific contract).

Contract cost ledger. PostalDataPI maintains a contract-level cost ledger for each custom contract, documenting direct costs, for the life of the contract plus three years. This ledger is available to you through the Section 6 audit right.

2.3 Direct costs are fixed at signing; partner notification

At the time a custom contract is signed, we will share with you in writing:

• The projected annual and monthly revenue of the contract;
• Each direct-cost category (dedicated infrastructure, SLA insurance, licenses, external contractors, dedicated new hires if applicable) with the specific monthly dollar amount for each;
• The projected Contract Profit calculation showing revenue minus the sum of direct costs;
• Your projected monthly commission on the contract (45% of projected Contract Profit);
• The start date and any known end date for direct-cost components.

Those direct-cost figures are locked for the life of the contract, subject only to the material-change process in Section 2.4 or the cost-spike escape hatch in Section 2.10.

We commit to notifying you promptly — where practicable, before the contract is signed, so you have context. Where confidentiality or timing makes pre-signing notification impractical, we will notify you immediately after signing. You will never learn from your dashboard alone that an attributed customer moved to a custom contract; we will tell you directly with the full calculation breakdown above.

2.4 Material change

If either party identifies a sustained change of 10% or more from the signed direct-cost estimate — meaning a shift persisting for three consecutive months or more and not attributable to ordinary monthly business variance (presumed to be within plus or minus 5%) — either party may request a renegotiation.

For changes between 10% and 25%: Any adjustment requires mutual written agreement. Neither party may unilaterally adjust the calculation. If the parties cannot agree, the original signing calculation stands.

For sustained changes of 25% or more: If the parties cannot agree within 60 days of a good-faith renegotiation request, either party may submit the question to a neutral cost-accounting expert mutually selected (or, failing agreement, selected by the AAA). The expert's determination of the appropriate direct-cost adjustment is binding on both parties for the purpose of this clause, though either party retains the right to challenge the underlying calculation via Section 8's dispute process.

2.5 Good faith on classification; retroactive reclassification

We will not characterize a standard product as "custom" to reduce your commission, and we will not structure deals or inflate direct costs to circumvent this agreement.

We maintain a custom-contract classification checklist at postaldatapi.com/partners/resources — a short set of criteria you can apply yourself to know whether a specific contract would be classified as custom. The checklist is informational, not contractual; the substantive definition in Section 2.2 controls.

Retroactive reclassification. If an audit under Section 6 reveals that a contract was misclassified (either standard being treated as custom, or custom being treated as standard) causing an underpayment of commission of more than 5%, we will (a) pay the cost of the audit, (b) pay the underpayment with interest at the prime rate plus 2% from the date the commission should have been paid, and (c) reclassify the contract correctly for the remaining life of the contract.

2.6 Standard-to-custom transitions

If an attributed customer moves from a standard product to a custom contract after attribution, your commission on that customer transitions to 45% of Contract Profit on the custom contract (Section 2.2), while any standard-product usage the customer retains continues to pay at 45% of Commissionable Revenue (Section 2.1).

2.7 Definitions and attribution persistence

"Commissionable Revenue" means amounts collected by PostalDataPI from your attributed customers for PostalDataPI services, minus, as applied to each attributed customer's account:

• refunds and chargebacks;
• promotional credits, goodwill adjustments, and comped usage;
• sales tax, VAT, and similar taxes collected on behalf of taxing authorities.

Commissionable Revenue is computed as of each calendar month-end based on amounts actually collected during the month. Reversals occurring in later periods (refunds, chargebacks) are handled per Section 4.6 (chargeback cascade) and do not retroactively change the calculation for the prior month.

Payment processor fees (Stripe, card networks, foreign-exchange fees) are absorbed by PostalDataPI and do not reduce Commissionable Revenue. What this means: if your customer pays us $100 and Stripe takes $3, your commission is calculated on $100, not $97. That is our cost to bear, not yours.

Attribution persists. Once a customer is tagged to you in our system, that attribution is not removed or transferred except as specified in Section 5 (fraud or other violations), Section 7 (termination mechanics), or Section 8 (dispute resolution). Every dollar that customer spends with PostalDataPI, for the duration of their relationship with us, is yours at the rates above.

2.8 New products, pricing changes, and service tiers

When we launch new products, pricing plans, or service tiers in the future, by default they are commissionable at the standard rate for all customers attributed before the launch. If a specific new product or plan involves materially different service commitments (as in Section 2.2), it is treated as a custom contract for commission purposes, with Contract Profit as the calculation base. We will notify all partners with affected attributions — including partners whose agreements have terminated but who still earn on existing attributions — at least 30 days before launching any product, plan, or tier that materially changes commission mechanics.

Price changes. If we decrease standard-product pricing (e.g., a list-price cut), your commission rate stays at 45%, but the base on which it is calculated is the new lower price. You earn 45% of whatever the customer actually pays us. Conversely, if we increase list pricing, you earn 45% of the new amount the customer pays us; price increases flow through to your commission on attributed customers.

2.9 Special Programs

From time to time, PostalDataPI may offer supplemental incentives for specific campaigns, customer segments, or product launches. Examples include: a one-time bonus for referring customers in a newly launched country; a time-limited boost for referrals to a new product tier; a SPIF for bringing in a specific class of partner or customer.

All Special Programs are additive. They do not reduce, modify, or replace your base commission under Sections 2.1, 2.2, or any other provision of this agreement.

Guardrails we commit to:

• Special Programs are offered to all eligible partners equally under published, objective criteria. We do not pick specific partners privately.
• Special Programs have defined start and end dates disclosed at launch.
• Participation in a Special Program is voluntary. You can ignore any or all Special Programs without consequence.
• At any given time, we will run no more than three concurrent Special Programs to avoid overwhelming you or diluting focus.
• Special Programs do not require you to accept changes to this base agreement.

We reserve the right to introduce, modify, or discontinue Special Programs at our discretion, subject to honoring commitments already accrued within an active Special Program.

2.10 Custom contract cost-spike escape hatch

If direct costs on a specific custom contract rise by more than 25% sustained (as defined in Section 2.4) and the parties, through the good-faith renegotiation process in Section 2.4, cannot agree within 60 days on an adjusted Contract Profit calculation, PostalDataPI may terminate commission on that specific contract on 90 days written notice to you, subject to your right to invoke Section 8's dispute process. Commissions on other attributed customers and contracts are unaffected.

This clause exists as a protection against truly unusual scenarios where ongoing operation of a single custom contract becomes economically untenable. We do not intend to invoke it in the normal course.

3. How Attribution Works

3.1 Attribution methods

A customer is attributed to you when they sign up through your unique referral link: postaldatapi.com/register?ref=your-code. Ref-link attribution is the primary and preferred method.

Our ref-link tracking cookie persists for 60 days from the initial click. If the prospect returns within 60 days on the same device or browser and completes signup, the attribution belongs to you. If they later identify you as their referral source during or after signup (see Section 3.2), that identification also supports attribution.

3.2 Customer-initiated manual attribution — important, please read carefully

Our signup flow includes a "Who referred you?" field for customers who arrived without clicking a ref link but know who referred them.

If a customer has already signed up without using your link or identifying a source, they can request attribution to you by emailing partners@postaldatapi.com within 30 days of their signup, identifying you as their source. After those 30 days, manual attribution is no longer available and only ref-link attribution counts for that customer.

We will confirm with both you and the customer in writing when the attribution is recorded.

Two important things to know:

1. We do NOT accept partner-initiated manual attribution claims. The customer must be the one who emails us. This protects all parties from attribution disputes — a partner cannot claim a customer who arrived on their own, and a customer cannot be assigned to a partner they didn't intend. We understand this can feel frustrating when you believe you referred someone who didn't use your link. The tradeoff buys us cleaner attribution and fewer disputes for everyone.

1. The ref link is always more reliable than manual attribution. Whenever possible, send prospects to postaldatapi.com/register?ref=your-code. A click is easier than remembering to email us after signup.

3.3 Tiebreaker among partners

A customer cannot be attributed to more than one partner. If attribution is contested, resolution is in this strict order:

1. First written identification by the customer (via the signup "Who referred you?" field or a later email from the customer to partners@postaldatapi.com) controls. Subsequent changes to the customer's identification require mutual written consent of both claimed partners; we will not unilaterally switch attribution based on later contradictions from the customer.
2. If no customer identification exists: the first valid ref-link click within the 60-day cookie window that resulted in signup.
3. If neither applies: attribution stays unassigned.

3.4 Self-referral not allowed

You cannot sign up as a partner and then use your own referral code to claim commission on your own customer account. We enforce this through a combination of email matching, billing-address matching, Stripe-account matching, and IP fingerprinting on attribution records. If we detect self-referral, the affected attribution is removed and Section 5 (fraud) and Section 7.2 (termination for cause) may apply.

3.5 Anti-circumvention

You may not offer kickbacks, rebates, or other incentives to prospects that would encourage them to sign up outside your referral link in exchange for personal benefit from you. Specifically:

• You may NOT tell a prospect "sign up direct and I'll send you $X back."
• You may NOT create arrangements that effectively split your commission pre-signup in ways that subvert attribution tracking.
• You MAY, with your own funds and at your own discretion, reward a customer after they have successfully signed up through your ref link — that is simply using your earned commission as you see fit, not circumventing attribution.

3.6 What your dashboard shows

Your partner dashboard shows:

• Total commission earned (current month, year-to-date, lifetime)
• Count of attributed customers
• Total Commissionable Revenue from your attributions (aggregate)
• Per-campaign and per-UTM conversion data (which of your marketing channels drove signups, without revealing customer identity)
• Month-over-month trend charts of commission, attributed signups, and aggregate revenue
• Payout history with status (accruing, held in reserve, paid, failed)
• Reserve balance, broken out by release tranche (each reserve cohort shown separately with its scheduled release date)

For privacy and competitive reasons, we do not show customer identities, per-customer spend, or usage patterns. You can verify that your commission is correct via the per-campaign data and the audit right in Section 6.

K-anonymity protection for per-campaign data. Per-campaign conversion counts below a threshold (currently 5 attributed customers per campaign) are suppressed in your dashboard to prevent small-cohort data from implicitly identifying specific customers. Aggregate totals across all your campaigns are always shown; small per-campaign cohorts roll up into an "other / small campaigns" bucket until the cohort size reaches the threshold.

Dashboard data updates daily within 24 hours of the prior day's transactions settling.

4. Payment Terms

4.1 Accrual

Commissions are calculated as of the date PostalDataPI receives payment from the customer (the "Payment Receipt Date"), based on each month's collections.

For tax and constructive-receipt purposes, amounts subject to the commission reserve in Section 4.5 are not earned until released from the reserve. A commission is fully "earned" and available to you:

• For amounts not held in reserve: on the monthly payout calculation date
• For amounts held in reserve: on the scheduled release date, subject to reserve cascade under Section 4.6

4.2 Frequency

We calculate earned commissions for each calendar month and pay them on or before the fifteenth business day of the following month. This lag allows Stripe settlements to finalize, chargebacks to reconcile, and the commission reserve (Section 4.5) to be calculated correctly. You're paid from a reconciled number, not a provisional one that might be adjusted later.

4.3 Minimum payout

If your monthly commission is less than $50, it rolls over to the next month. It continues to accumulate until it reaches $50, at which point it is paid in the next payout cycle.

4.4 Quick-payout at natural end of attribution activity

If you have no active attributed customers generating commission — meaning no commission-earning activity for 30 consecutive days across your entire book — you may request payout of your accumulated balance regardless of the $50 minimum, and we will pay it in the next payout cycle.

You do not have to wait for the minimum or any dormancy period to collect money you've already earned once the relationship has naturally wound down. Just email partners@postaldatapi.com and we'll process it with your next scheduled payout.

4.5 Commission reserve (progressive above $5,000)

For any calendar month where your total calculated commission exceeds $5,000, we hold back 15% of the amount above $5,000 for 90 days as a reserve against potential chargebacks, refunds, and other reversals on the underlying transactions.

Examples:

• Monthly commission of $4,999: no reserve held, full amount paid.
• Monthly commission of $5,500: reserve = 15% of $500 = $75 held; $5,425 paid.
• Monthly commission of $10,000: reserve = 15% of $5,000 = $750 held; $9,250 paid.
• Monthly commission of $50,000: reserve = 15% of $45,000 = $6,750 held; $43,250 paid.

The reserve threshold is evaluated per month, not cumulatively. Each month's reserve has its own 90-day release clock.

Reserve serves two purposes:

1. Chargeback protection. If any transaction on which commission was paid is later reversed, the reversal first offsets against the reserve rather than against your current-month income.
2. Income smoothing. Chargebacks that would otherwise hit your next payout as a negative adjustment instead come out of the reserve. Your ongoing monthly income is less volatile.

After 90 days from the end of the month in which commission was earned, any reserve balance not consumed by reversals is released to you in your next scheduled payout. Your dashboard shows each reserve tranche separately with its scheduled release date.

"Calculated commission" for reserve-threshold purposes means the gross commission calculated from Commissionable Revenue for the month, before any reduction for chargebacks or reversals applied during the same month.

Reserves during and after termination. Reserves continue on their original 90-day release schedule regardless of termination of this agreement. Releases after termination are paid in accordance with Section 4.6 and Section 7.1.

4.6 Chargebacks, refunds, and reversals

How chargebacks are handled. If a transaction on which commission was paid or accrued is later refunded, charged back, or otherwise reversed:

1. The corresponding commission amount is first deducted from your commission reserve (Section 4.5), if any reserve balance is available in the relevant release tranche.
2. If the reserve is insufficient, the remaining amount is deducted from your next payout.
3. If the remaining amount is larger than your pending commission balance, a negative balance is carried on your account and offsets future commissions before the $50 minimum applies.
4. If your account carries a negative balance for 90 consecutive days with no offsetting commission accrual, we may invoice you for the outstanding amount. In practice, we may write off small balances (defined as less than $100) at our discretion, documented in our regular accounting cycle. Our write-off policy is applied consistently across partners and does not create a waiver for larger balances.

If a chargeback is later reversed — for example, the card network reverses a chargeback in our favor after dispute evidence, or a refund is subsequently reversed — the corresponding commission is restored to you in the next payout cycle. Reversals of reversals flow through cleanly; you don't lose commission on transactions that ultimately stand.

Small-partner fraud protection cap. Our partner program is self-serve. Small partners have no practical way to detect fraud before a customer signs up. To ensure a single fraudulent customer cannot wipe out many months of a small partner's legitimate income, your total chargeback clawback exposure in any rolling 90-day period is capped at three times your trailing six-month average monthly commission, or $500, whichever is greater. Any chargeback loss above that cap is absorbed by PostalDataPI.

Example: a partner averaging $250/month over the prior six months has a 90-day clawback cap of $750 ($250 × 3). If a $2,000 chargeback lands, $750 is clawed back through the cascade above; PostalDataPI absorbs the remaining $1,250 of commission exposure.

This protection does not apply to chargebacks attributable to the partner's own fraud or gaming (see Section 5). It is for partners who unknowingly referred a bad customer, not for partners who created fake referrals themselves.

Termination with negative balance. Upon termination of this agreement with a negative balance, the Section 4.5 cascade continues against any final reserve release; any residual balance after final reserve release is written off or invoiced at PostalDataPI's discretion consistent with the small-balance policy above.

4.7 Method

Payouts are sent through Stripe Connect. When your partner application is approved, Stripe will ask you to complete a short identity verification (name, address, tax ID, bank info). This is required for us to send you money and to handle tax reporting.

4.8 Taxes, tax forms, and sourcing

You are responsible for your own taxes. PostalDataPI will not withhold taxes from your payments except as required by law.

US partners. We will collect a completed IRS Form W-9 from each US-based partner at onboarding. PostalDataPI will issue IRS Form 1099-NEC to US-based partners who earn $600 or more in a calendar year. We use Stripe Connect's tax reporting product to prepare and deliver these forms; you must keep your W-9 information current in Stripe.

Non-US partners. We will collect a completed IRS Form W-8BEN (individual) or W-8BEN-E (entity) at onboarding. Without a valid W-8, we are required by US law to backup-withhold at 24% on payments, and any such withholding is your tax cost, not ours. If your W-8 expires (generally every three years), you must renew it before payouts can continue.

Keeping your tax and KYC information current is your responsibility. This matters especially if you become a dormant-but-earning partner — for example, if you stop actively referring but still earn commissions on existing attributed customers. Stripe Connect KYC, your registered email, your bank information, and your W-9/W-8 must remain current at all times. If we cannot deliver a payout for reasons of stale KYC or contact information, Section 4.10 (dormant balances and unclaimed property) applies after our 120-day outreach attempt.

Sourcing representation. You represent that all referral and promotional activities under this agreement are performed from the jurisdiction you identify to Stripe during KYC onboarding, and you will promptly notify PostalDataPI at partners@postaldatapi.com if that changes in a way that could affect tax sourcing (for example, if you relocate to the United States from abroad, or vice versa).

VAT, GST, and similar taxes. Commissions are stated exclusive of VAT, GST, and similar consumption or transactional taxes. If your jurisdiction imposes such a tax on the commissions PostalDataPI pays you, that tax is your responsibility, not ours. You must obtain any VAT/GST registration required in your jurisdiction and remit taxes as required by local law.

Sanctions and OFAC. You represent and warrant that:

(a) You are not located in, ordinarily resident in, or organized under the laws of any country or region subject to comprehensive US sanctions (currently including but not limited to Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions).

(b) You are not named on, or owned 50% or more by any person on, the US OFAC Specially Designated Nationals and Blocked Persons List, the OFAC Sectoral Sanctions Identifications List, the OFAC Foreign Sanctions Evaders List, the UK HMT Consolidated List, the EU Consolidated Financial Sanctions List, or the UN Security Council Consolidated List.

(c) You will not knowingly refer customers who are subject to the restrictions in (a) or (b).

Violation of this representation or later addition to any of these lists is grounds for immediate termination for cause under Section 7.2, including withholding of accrued commissions as permitted by applicable law.

4.9 Payouts where Stripe Connect cannot operate

Stripe Connect does not support payouts in all countries. If you are in a country Stripe Connect does not currently support, or if Stripe cannot onboard you for reasons outside our reasonable control (identity verification failure, KYC rejection, sanctions), we will work with you in good faith to arrange an alternative payout method (PayPal, wire, etc.).

If no workable alternative can be found, we will pay any accrued commissions through the final available payout method, and this agreement will be terminated on a no-cause basis (treated as termination under Section 7.1). Your attributions continue to earn commission for as long as the customers remain customers, payable through whatever final method we have on file, subject to the termination provisions in Section 7.1.

4.10 Dormant balances and unclaimed property

If we are unable to deliver a payout to you — for example, because your Stripe Connect account has become unreachable, your contact information is out of date and we cannot verify your identity, or other circumstances make payment operationally impossible — we will attempt to reach you at your registered email for at least 120 days.

If we still cannot deliver payment after that period, we will treat the unpaid balance as unclaimed property and remit it to the Idaho State Treasurer's Unclaimed Property Division (or the relevant state/jurisdiction of your last known address) in accordance with Idaho Code §14-501 et seq. You retain the right to claim the funds from the state at any time.

PostalDataPI does not forfeit unclaimed partner commissions to itself. Money earned by you remains yours or the state's until you claim it.

5. What You Agree Not to Do

In exchange for the commission, you agree to promote PostalDataPI honestly and without harming our reputation or our customers:

No spam. Do not send unsolicited bulk email, SMS, or other messages promoting PostalDataPI in a way that violates CAN-SPAM, GDPR, TCPA, CASL, or any other applicable anti-spam, telemarketing, or electronic communications law.

No misrepresentation. Do not claim features we do not have, prices we do not offer, or performance we do not deliver. If you are unsure, check our website or ask us.

No trademark abuse, with a specific keyword-bidding policy. You may mention "PostalDataPI" by name and use our marks in honest, non-deceptive ways in content marketing, blog posts, reviews, and similar materials.

Keyword bidding: you may bid on generic or category keywords (e.g., "postal code API," "zip code lookup," "address validation API") in paid search advertising. You may NOT bid on our brand name or close variations ("PostalDataPI," "PostalData," "Postal Data PI," or common misspellings) in paid search advertising. This keeps our brand searches flowing to us organically while respecting your autonomy to market on terms where you bring new traffic.

You may NOT register domains containing our name, run paid ads that impersonate us, or create content that could be confused with our own. Our Brand Guidelines at postaldatapi.com/partners/resources are incorporated by reference.

Trademark license scope is governed by Section 6.7 below. Post-termination mark-removal obligations are described there.

No fraud. Do not create fake signups, use stolen credit cards, manipulate attribution, or do anything that generates commission without a real customer voluntarily using our service.

6. What We Agree to Do

6.1 Track your referrals accurately. We maintain reliable attribution records and make aggregate information visible to you in your partner dashboard (see Section 3.6 for what's shown).

6.2 Pay you on time. Payouts go out on or before the fifteenth business day of each month for commissions earned in the prior month, subject to the $50 minimum, the quick-payout provision in Section 4.4, and the reserve mechanism in Section 4.5.

6.3 Honor attribution. Once a customer is tagged to you, we will not remove, transfer, or reduce your commission on that customer except as specified in Section 5 (your fraud or violation), Section 7 (termination mechanics), or Section 8 (dispute resolution).

6.4 Communicate changes. If we change this agreement, we will follow the amendment process in Section 9.12. Existing customer attributions continue under the agreement version you originally signed. New customer attributions after the change will be governed by the new version if you continue to participate.

6.5 Respect your independence. We will not tell you how to do your work, require you to meet quotas, or prevent you from partnering with other companies — including companies that offer competing products.

6.6 Partner resource kit. We maintain logos, banners, approved messaging, email templates, product screenshots, and brand guidelines at postaldatapi.com/partners/resources. The kit is available to all partners from the moment your application is approved. We commit to keeping it current as our brand and product evolve.

6.7 Trademark license. For the duration of this agreement, we grant you a non-exclusive, non-transferable, revocable license to use the "PostalDataPI" name and marks solely to promote PostalDataPI in honest ways as described in Section 5.

Upon termination of this agreement, this license terminates automatically. Within 30 days of termination:

• For materials under your direct control (your own website, your own email templates, your own social media accounts): make reasonable efforts to remove our marks.
• For materials already published on third-party platforms beyond your direct control (a published blog post on someone else's site, a podcast episode, a YouTube video you do not control, etc.): use reasonable efforts to update or have removed, and cease actively promoting such materials as representing our partnership.

We recognize that complete removal of historical published materials is not always possible and will not treat good-faith compliance with this section as a breach.

6.8 Limited audit right. You may, no more than once per twelve-month period, at your own reasonable expense, request an audit of your commission calculations by an accountant of your choice. Within 30 days of a written request, we will provide information reasonably needed to verify commission calculations, including:

• aggregate revenue, refunds, chargebacks, and credits attributable to your attributions;
• reserve activity by tranche;
• for custom contracts: the contract-level cost ledger described in Section 2.2.

Audit scope and protections:

• Audit scope is limited to your commission calculations. We are not required to disclose customer identities, other partners' information, or confidential information not directly relevant to your calculation.
• The audited period must be a minimum of 12 consecutive months. "Underpayment of more than 5%" for cost-shifting purposes (Section 2.5, 6.8) is measured as a percentage of total commission for the audited period, not of any sub-period.
• Audit throttle: to prevent coordinated or abusive audit requests, no more than 2% of active partners in any rolling 12-month period may have audits pending concurrently. If your audit request would exceed this threshold, we will queue it and advise you of the expected start date (typically within 60 days).
• Audit response: if the audit reveals an underpayment of more than 5% of the audited-period commission, we will (a) pay the cost of the audit, (b) pay the underpayment with interest at the prime rate plus 2% from the date the commission should have been paid, and (c) if misclassification is involved, reclassify per Section 2.5.
• Cure period: underpayments not involving misclassification or fraud may be cured within 30 days of the audit finding; underpayments cured within that window do not constitute a breach of this agreement.

7. Term and Termination

7.1 Ordinary termination

Either party may terminate this agreement at any time with 30 days written notice (email to partners@postaldatapi.com from your registered email, or email from us to your registered email). You are responsible for keeping your registered email current; we consider notice effective when sent.

When you terminate voluntarily, or we terminate without cause:

• No new customer attributions can be added after termination.
• Existing customer attributions continue to be tagged to you.
• Commissions continue to accrue and pay out on existing customers for as long as they remain customers of PostalDataPI.
• Reserves continue on their original 90-day release schedule (Section 4.5).
• Section 4.4 quick-payout applies once attribution activity naturally winds down.

7.2 Termination for cause

We may terminate this agreement immediately, without notice, if you:

• Violate Section 5 (fraud, spam, trademark abuse, misrepresentation);
• Violate the sanctions/OFAC representation in Section 4.8, or are later added to any of the sanctions lists named there;
• Fail to cure a material breach of this agreement within 15 days after our written notice of the breach;
• Bring or join litigation against us in violation of the arbitration clause in Section 8 (small-claims actions permitted under Section 8.2 are not a breach);
• Are convicted of or plead guilty to fraud, theft, or another crime of dishonesty that substantially impairs your ability to represent a customer-facing brand.

We may also terminate this agreement, on 15 days written notice specifying the conduct complained of and a 15-day opportunity to cure, if you engage in a documented pattern of bad-faith conduct — meaning at least two specific incidents, at least one of which occurs after our written notice identifying prior conduct — falling within the non-exhaustive list below:

• Harassment, threats, or abusive communication directed at PostalDataPI personnel, our customers, or other partners.
• Knowingly false statements of material fact (not opinion, comparison, or critique) about PostalDataPI, our product, or our business, made to prospects in the course of soliciting their business.
• Doxxing, personal attacks, or coordinated harassment of PostalDataPI personnel.
• Filing three or more audit or dispute requests within a rolling twelve-month period, each resolved against you on the merits, after we have given you written warning that further meritless requests will be treated as bad-faith conduct.

A single incident — however objectionable — does not satisfy this ground. A single audit invocation, a single dispute, a single instance of public criticism, or any one isolated communication cannot constitute bad-faith conduct under this clause, regardless of content. Conduct meeting the standard for immediate termination (fraud, sanctions violations, crimes of dishonesty) is handled under the immediate-termination provisions above, not here.

What "bad-faith conduct" does not mean. This ground is narrow on purpose. The following are NOT bad-faith conduct and will never be the basis for termination under this clause:

• Good-faith disagreement about commission calculations, customer attribution, contract classification, or agreement interpretation.
• Public criticism of our product, pricing, business decisions, or this agreement.
• Invoking the dispute process in Section 8 or the audit right in Section 6 for legitimate reasons.
• Declining to accept an amendment under Section 9.12.
• Any conduct that is the normal friction of a commercial relationship.

We commit to documenting specific incidents in any termination notice issued under this ground, so the conduct is clearly identified and can be cured or disputed. We will not use this ground as a pretext for terminating partners over legitimate disagreements.

When we terminate for cause (immediate-termination grounds):

• New attributions stop immediately.
• Existing accrued commissions are held pending review. We will complete the review and notify you of the outcome within 60 days. If your accrued commissions are withheld, we will explain why in writing, and you may invoke Section 8's dispute process.
• If the violation involved fraud or harm to customers, we may withhold, reverse, or refuse to pay commissions attributable to the violation, including clawing back commissions already paid on fraudulent transactions.
• If our review determines that the breach is cured or did not occur, your attribution status is fully restored, accrued commissions are paid with interest at the prime rate plus 2% from the date they would have been paid, and your reserve continues on its original schedule.

When we terminate for cause (notice-and-cure bad-faith conduct):

• New attributions stop on the termination effective date (15 days after notice if not cured).
• Accrued commissions on existing attributed customers continue to pay as scheduled, unless the bad-faith conduct itself involved fraud on specific transactions (in which case those transactions are handled as above).
• Reserves continue on their original 90-day release schedule.
• Attribution records persist; customers you brought remain attributed to you.
• You retain your right to invoke Section 8 to dispute the termination.

The distinction matters: we can remove a bad actor from our program without stealing the legitimate commissions they have already earned on real customers. Bad-faith conduct terminates the relationship going forward; it does not retroactively invalidate honest work already done.

7.3 Acquisition of PostalDataPI

If PostalDataPI is acquired, merged, or otherwise sold to another entity, the acquirer may at their option:

(a) Continue the partner program on the original terms as a successor to this agreement, in which case all attributions, commissions, and obligations continue unchanged; or

(b) Discontinue the partner program with 90 days prior written notice, in which case:

• accrued commissions will be paid within 30 days;
• each active partner will receive a one-time final settlement equal to your trailing twelve-month commission total (twelve times your trailing twelve-month average monthly commission);
• after the final settlement, no further commissions accrue, and this agreement terminates.

The acquirer must exercise option (b) within 270 days of the acquisition closing. This window accommodates the time a typical post-close integration takes to fully map partner obligations before making an irreversible program-discontinuation decision. If not exercised, the partner program continues on its original terms by default.

7.4 Acquisition of your partner entity by a competitor

If your partner entity is acquired by, merges with, or comes under common ownership with a company whose primary commercial offering materially overlaps with PostalDataPI's core postal data API products (for example, a direct competitor like Smarty, Melissa, Loqate, or Zipcodebase, or any successor or new entrant with a primarily-postal-data-API business), we may convert remaining commission obligations on your attributed customers to a buyout payment.

Buyout floor: not less than your trailing twelve-month commission total, paid as a lump sum within 60 days of the buyout election. Parties may mutually agree to a different structure, but may not set the buyout below this floor.

Companies whose primary business is in adjacent fields (general CRM, geocoding/mapping, logistics platforms, data enrichment broadly) are not automatically "direct competitors" under this section. If classification is unclear in a specific case, the parties will discuss in good faith; if they cannot agree, Section 8's dispute process applies.

Your partner dashboard access is terminated at the time of the buyout. Attribution records are retained by us for accounting purposes but no further commissions accrue.

7.5 Inheritance (individual partners)

If you are an individual partner and you die while this agreement is in effect:

Partner relationship. The ongoing partner relationship — dashboard access, the ability to receive future commissions on existing attributions, the ability to refer new customers — passes only to your spouse (or registered domestic partner) or your lineal descendants, meaning your biological children, biological grandchildren, and their descendants. We expand this class contractually to include: (a) your legally adopted children and their descendants, and (b) stepchildren you formally adopted during your lifetime. Stepchildren not legally adopted are not included unless you have specifically addressed them in your will as beneficiaries of this agreement.

The inheriting family member must complete Stripe Connect KYC as the payee within 180 days of either (i) your death OR (ii) the issuance of letters testamentary or the equivalent probate authority in your jurisdiction, whichever is later. This accommodates probate timelines that commonly exceed 180 days from death.

If no qualifying family beneficiary completes onboarding within the applicable window, the ongoing partner relationship terminates and no further commissions accrue.

Accrued and during-probate commissions. Any commission amounts earned but not yet paid as of your death, and any commissions accruing during the probate/KYC-transition window described above, are paid to your estate and distributed per your will or applicable intestacy law — without the family-only restriction. Your estate receives what you had already earned and what accrues during the transition.

Idaho community property. Idaho is a community property state. If you are married at the time of your death, your spouse may have an automatic community-property interest in this agreement and associated commissions; nothing in this section overrides that interest. If you are domiciled in a non-community-property state when you die, that state's estate law applies to the accrued-commission portion above.

Why this structure: We limit who can continue the ongoing partner relationship because the relationship is personal — it was built on work you did, and we want it to pass naturally to the family who would inherit from you, not to unrelated entities or acquirers. Commissions already earned, however, are money we owe you, and that money flows to whomever you designate per standard estate law.

For entity partners (LLC, corporation, agency, etc.): This inheritance clause does not apply. Succession of the partner entity is governed by its own operating agreement, bylaws, or applicable law, subject to Section 9.6's Assignment restrictions.

8. Disputes

8.1 Good-faith resolution first

If you disagree with how we have calculated a commission, attributed a customer, or applied this agreement, email partners@postaldatapi.com. We commit to responding within five business days and working in good faith to resolve the issue.

8.2 Arbitration for unresolved disputes

If good-faith resolution fails, disputes will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, in Ada County, Idaho. This arbitration agreement is governed by the Federal Arbitration Act.

Arbitrator authority. The arbitrator, not a court, shall decide any issue concerning the arbitrability, scope, or enforceability of this arbitration provision, except challenges to the class waiver (Section 8.4), which a court shall decide.

Small-claims alternative. Either party may bring an individual claim in small-claims court in Ada County, Idaho in lieu of arbitration.

Injunctive relief carve-out. Either party may seek injunctive relief in court for:

• intellectual property, trademark, or confidentiality matters; or
• to enforce or restrain violations of this agreement that cause irreparable harm not compensable by monetary damages.

8.3 Filing fees for small partners

For disputes where the amount in controversy is less than $10,000, PostalDataPI will pay the AAA filing fee in full. For larger disputes, fees are shared per AAA rules.

8.4 No class actions

Disputes are handled individually. You are not waiving your right to bring a claim; you are waiving the right to bring one as part of a class action or as a class representative. If this class waiver is found unenforceable in a particular case, the rest of this arbitration agreement remains in effect, but the class waiver portion may be severed.

8.5 Attorneys' fees

In any arbitration or legal proceeding arising from this agreement, each party bears its own attorneys' fees, except that the prevailing party is entitled to recover reasonable attorneys' fees and costs in cases of fraud or willful misconduct by the non-prevailing party.

9. Other Legal Matters

9.1 Governing law

This agreement is governed by the laws of the State of Idaho, without regard to its conflict-of-law provisions. The exclusive venue for any non-arbitrable dispute shall be the state or federal courts located in Ada County, Idaho, and the parties consent to personal jurisdiction there.

9.2 Limitation of liability

To the maximum extent permitted by law: each party's total liability to the other arising from or relating to this agreement is limited to the greater of (a) commissions paid or accrued in the twelve months preceding the claim, or (b) $10,000.

Neither party is liable for indirect, incidental, consequential, special, punitive, or exemplary damages, including lost profits or revenue, even if advised of the possibility of such damages.

These limitations do not apply to:

• Either party's indemnification obligations under Section 9.3 (subject to the indemnification caps in that section);
• Your violations of Section 5 (fraud, spam, misrepresentation, trademark);
• Either party's breach of Section 9.4 (Confidentiality);
• Intellectual property infringement by either party;
• Damages that cannot be limited by applicable law.

9.3 Mutual indemnification

You indemnify us against third-party claims arising from (a) your breach of Section 5; (b) your violation of law in promoting PostalDataPI; (c) your use of our marks outside the license in Section 6.7; (d) any claim or finding that you are an employee of PostalDataPI rather than an independent contractor, under the law of any jurisdiction. Your indemnification obligation in category (d) is unlimited.

We indemnify you against third-party claims arising from (a) our breach of this agreement; (b) our infringement of third-party intellectual property in our product; (c) our violation of law in operating PostalDataPI. Our indemnification obligation is capped at the greater of (i) three times the commissions paid or accrued to you in the twelve months preceding the claim, or (ii) $50,000.

The indemnifying party will defend the claim at its own expense, control the defense and any settlement (subject to the indemnified party's reasonable consent), and pay any settlement or judgment up to the applicable cap.

9.4 Confidentiality

You may learn non-public information about PostalDataPI in the course of your work (technical specifications, pricing not yet public, business plans, financials, custom-contract cost ledgers, etc.). You agree to keep this information confidential and use it only to fulfill your role as a partner.

Customer identities and per-customer data: because we deliberately do not share customer identities with partners (Section 3.6), partners generally will not receive individual customer data. To the extent you do receive any (e.g., during attribution resolution or audit), that information is subject to this confidentiality section and to our Privacy Policy.

Duration. Your confidentiality obligation continues for two years after this agreement is terminated. For information that qualifies as a trade secret under applicable law, your obligation is indefinite.

Exclusions. Information is not confidential if it is: (a) already public through no breach of this agreement; (b) independently developed by you without reference to our confidential information; (c) lawfully received from a third party without confidentiality obligations; or (d) required to be disclosed by valid legal process, provided you give us reasonable advance notice to seek a protective order.

Return or destruction. Upon termination, you will, at our option, return or destroy our confidential information in your possession, except copies retained by automatic backup systems, which remain subject to confidentiality until destroyed.

9.5 Privacy and data protection

9.5.1 Controller / processor map

For clarity about data roles:

• Partner personal information we collect about you (your name, email, mailing address, tax ID, bank information via Stripe, IP address, timestamps of your acceptance, support correspondence): PostalDataPI is the controller. We determine purposes and means and process this data to operate the partner program, process payouts, comply with tax and regulatory obligations, and communicate with you.
• Attribution data flowing between us and you during manual attribution confirmation (Section 3.2): We and you are joint controllers for the specific purpose of establishing the referral relationship. A summary of this joint-controller arrangement, in satisfaction of GDPR Article 26, is published at postaldatapi.com/partners/joint-controller-summary and incorporated by reference here. The customer will be informed of the disclosure at the time they identify you via the "Who referred you?" field or a later email; their identification constitutes their authorization of the disclosure.
• Marketing data you independently collect (prospects who interact with your ads, blog, social, or email lists before clicking your ref link): you are the independent controller. You are solely responsible for GDPR, UK GDPR, CCPA/CPRA, and other applicable privacy law compliance for your own promotional channels, including lawful basis for processing, cookie consent where applicable, data subject rights handling, and breach notification.
• Customer data of customers you refer, after they become PostalDataPI customers: PostalDataPI is the controller. Partners receive only aggregate and anonymized information per Section 3.6; partners do not receive ongoing customer personal data.

9.5.2 Data processing agreement for EU, UK, and Swiss partners

If you are located in the EEA, United Kingdom, or Switzerland, or if you process the personal data of EU/UK/Swiss data subjects in the course of your promotional activities for PostalDataPI, our Data Processing Agreement applies. The DPA:

• Incorporates EU Standard Contractual Clauses 2021/914 (Module 1 for controller-to-controller transfers of partner PII to PostalDataPI in the United States, and additional modules as appropriate for the attribution-confirmation data flow)
• Incorporates the UK International Data Transfer Addendum where applicable
• Incorporates a Swiss FADP addendum where applicable
• Specifies sub-processor disclosure (Stripe Connect, Vercel, Neon, and other sub-processors named on our sub-processor list)
• Specifies 72-hour mutual breach notification consistent with Article 33(3)

Our DPA is available at postaldatapi.com/partners/dpa. By clicking "I accept" on this agreement, EU/UK/Swiss partners simultaneously accept the DPA at the URL above in the version in effect on the date of your acceptance, and the acceptance is recorded with the same integrity hash and audit trail as this agreement per Section 10.

If you require a countersigned physical copy, email partners@postaldatapi.com and we will execute one at no cost. Amendments to the DPA follow the same 30-day notice mechanism as Section 9.12, and you have the same off-ramp if you decline an amendment.

9.5.3 Data subject rights

You have rights under applicable law over information we hold about you, which may include the right to access, correct, delete, restrict, port, or object to processing. To exercise these rights, email partners@postaldatapi.com with your request. We will acknowledge within 5 business days and respond substantively within one calendar month of receipt, extendable by two additional months for complex requests as permitted by GDPR Article 12(3) or analogous law.

California residents (CCPA/CPRA). California-resident partners who are natural persons additionally have the rights to know, delete, correct, limit use of sensitive personal information, and opt out of sale or sharing under CCPA §§1798.100 et seq. Your tax ID (SSN or ITIN) is "sensitive personal information" under CPRA §1798.140(ae), and we limit its use to business-necessary purposes (tax reporting, identity verification, sanctions screening). PostalDataPI does not sell partner personal information, and does not share partner personal information for cross-context behavioral advertising. To exercise California rights, email the same address above or submit via the mechanism listed in our Privacy Policy.

Retention schedule:

9.5.4 Sub-processors

We engage third-party service providers ("sub-processors") to operate the partner program. Our current list of sub-processors and what they do is maintained at postaldatapi.com/subprocessors, along with an email-subscription mechanism for partners to receive advance notice of changes.

Partners may object to the addition of a new sub-processor within 30 days of our notice if the new sub-processor presents specific, material privacy risks not already present in our current sub-processor list. If we cannot accommodate your objection, you have the right to terminate this agreement under Section 7.1 without penalty, and commissions on existing attributions continue under Section 7.1's ordinary termination provisions.

9.5.5 Customer data disclosure in attribution flow

When a customer identifies you via the "Who referred you?" field at signup or a subsequent email (Section 3.2), the minimum information disclosed to you to confirm the attribution is: the date of signup, a claim reference, and a subject identifier sufficient for you to recognize whether you previously referred that prospect. We do not disclose the customer's email, billing details, or account activity to you during attribution confirmation unless you and the customer have a separate business relationship and the customer explicitly consents. The customer is informed at the moment of identification that their name will be shared with you.

Information about customers referred through you, once they become our customers, is subject to our Privacy Policy at postaldatapi.com/privacy.

9.6 Assignment and change of control

Assignment. You cannot assign this agreement to another person or entity without our written consent, not to be unreasonably withheld. We can assign it to a successor entity in the event of acquisition or restructuring, subject to Section 7.3.

Change of control. A transaction or series of transactions that results in more than 50% of the equity or voting control of your partner entity being transferred to a person or entity not controlling you at the time of signing is treated as an assignment requiring our consent under this section. If the acquiring entity is a direct competitor as defined in Section 7.4, Section 7.4's buyout provisions apply. If the acquiring entity is not a direct competitor, we will not unreasonably withhold consent, and the agreement continues on its original terms with the successor entity.

9.7 Notices

Formal notices under this agreement are effective when sent by email to the registered email address of the recipient. You are responsible for keeping your registered email current. If we are unable to reach you at your registered email for more than 60 days, we may treat you as non-responsive for purposes of account status, though this does not affect your right to continue receiving commissions on active attributions (subject to Section 4.10 for truly undeliverable balances).

9.8 Force majeure

Neither party is liable for failure to perform obligations under this agreement due to events beyond reasonable control, including natural disasters, pandemics, war, government action, failure of internet backbones or major cloud providers, or acts of terrorism — provided that payment obligations for commissions already earned are not excused by force majeure except to the extent of the actual disruption.

9.9 Waiver

The failure of either party to enforce any right under this agreement is not a waiver of that right. Any waiver must be in writing to be effective.

9.10 Survival

The following provisions survive termination of this agreement for the duration of their operation:

• Section 2.7 (attribution persistence and Commissionable Revenue definition for customers attributed before termination)
• Section 4 in full (payment of accrued commissions, reserve mechanics, chargeback cascade, tax obligations, Stripe-cannot-operate contingency, dormant balances)
• Section 6.3 (honor attribution), Section 6.7 (trademark license for post-termination cleanup only), Section 6.8 (audit right for accrued amounts)
• Section 7.1 (continuation of commissions on existing attributions post-termination)
• Section 7.2 second block (commission preservation following bad-faith-conduct termination)
• Section 7.5 (inheritance)
• Section 8 (disputes) in full
• Section 9.2 (limitation of liability), Section 9.3 (indemnification), Section 9.4 (confidentiality, per its stated duration), Section 9.5 (privacy obligations for data already collected)
• Any other provision that by its nature should survive.

9.11 Severability

If any part of this agreement is found unenforceable, the rest of it still applies. The parties will negotiate in good faith to replace the unenforceable part with an enforceable provision that comes as close as possible to the original intent.

9.12 Amendments

We may propose amendments to this agreement by email to your registered email address, with at least 30 days advance notice of the effective date and a summary of what is changing. Amendments apply prospectively: customer attributions recorded before the effective date continue to be governed by the version of the agreement in effect at the time of their attribution, while new customer attributions after the effective date are governed by the amended version if you continue to participate.

Partner off-ramp on amendment. If you do not wish to accept an amendment, you may terminate this agreement under Section 7.1 at any time within 60 days of the amendment's effective date without penalty. Termination under these circumstances is treated as termination without cause, and existing attributions continue to earn under the agreement version in effect when they were recorded.

This agreement may only be amended as provided in this Section 9.12. Oral amendments or informal emails are not binding. No course of dealing, course of performance, or usage of trade supplements or modifies this agreement.

9.13 Other PostalDataPI programs (no MFN rights)

PostalDataPI may from time to time offer other partner programs with different terms — for example, a reseller program (partner embeds or resells PostalDataPI in their product), an OEM program (white-label use), an agency program (structured services engagement), a technology-integrator program (deep integration with third-party platforms), or direct-account-management partnerships (named enterprise customers with dedicated commercial terms).

The existence of such other programs does not entitle you to their terms, does not modify this agreement, and does not create most-favored-nations rights. The referral partner model governed by this agreement is structurally and commercially distinct from those other models; nothing in this agreement restricts PostalDataPI from offering different commercial terms through separate written agreements to parties whose work is fundamentally different from referral — specifically, parties who resell, embed, white-label, or deeply integrate PostalDataPI, or who enter named-account commercial partnerships with us directly.

9.14 Entire agreement

This document, together with any DPA, Brand Guidelines, and classification checklists expressly incorporated by reference, is the complete agreement between us. It replaces any prior discussions, emails, or informal arrangements.

9.15 No reliance

Each party has relied only on the terms of this written agreement in entering it, and not on any oral statements, marketing materials, or prior negotiations not reflected here.

9.16 Counterparts and electronic execution

This agreement may be executed in counterparts, including electronically. Click-acceptance under Section 10 constitutes execution by you.

9.17 Headings

Section headings are for convenience only and do not affect the interpretation of this agreement.

9.18 No partnership or employment

Nothing in this agreement creates a partnership, joint venture, or employment relationship. You are an independent contractor. You are not authorized to bind PostalDataPI to any commitment or represent yourself as our employee, agent, or representative.

10. Acceptance

Application process. Signing up as a PostalDataPI partner is a two-step process:

1. You submit a brief application at postaldatapi.com/partners including your name, email, and a short description of how you plan to promote PostalDataPI.
2. We review your application within 3 business days. We approve partners who appear to be acting in good faith; we may decline applications that appear to be spam, fraud, or clearly incompatible with our brand. If we decline, we will tell you why so you can adjust and reapply if you choose.

Acceptance of this agreement. By clicking "I accept" on the /partners signup page after your application has been approved, you acknowledge that:

1. You have read and understood this agreement, including any DPA, Brand Guidelines, or classification checklists incorporated by reference.
2. You have the legal authority to enter into this agreement — if you are signing on behalf of an entity (LLC, corporation, etc.), you have authority to bind that entity.
3. You agree to be bound by all of its terms.
4. You consent to transact electronically. Clicking "I accept" constitutes your electronic signature under the federal E-SIGN Act and the Idaho Uniform Electronic Transactions Act.
5. The version and date of the agreement you accepted will be recorded with your IP address, timestamp, and an integrity hash of the agreement text, and emailed to you for your records.

Questions? Email partners@postaldatapi.com. We will answer honestly.