Partner Terms, CallMerlin

In these Partner Terms, the following terms have the meanings set out below: a) "CallMerlin" or "we": Small Guy B.V., registered in Breda, the Netherlands, Chamber of Commerce (KvK: 70358729), VAT ID NL858288382B01, trading as CallMerlin. b) "Platform": CallMerlin's SaaS application at callmerlin.app, including the dashboard, AI voice assistant, telephony, widget, APIs and modules. c) "Partner": the natural person or legal entity approved by CallMerlin to join the Partner Program via Dub Partners, as Referral Partner or Implementation Specialist. d) "Partner Program": CallMerlin's referral and implementation program managed via Dub Partners (dub.co), including links, commissions, discounts, bounties and payouts. e) "Customer": a natural person or legal entity that starts or renews a CallMerlin subscription via the partner link or other valid attribution. f) "Plan fee": the recurring subscription charges for Starter, Professional, Business or an agreed Enterprise plan fee, as billed via Stripe, excluding VAT unless stated otherwise. g) "Dub": the Dub.co partner platform used by CallMerlin for attribution, commissions and payouts. h) "GDPR": Regulation (EU) 2016/679.

2.1. These Partner Terms apply only to participation in the Partner Program. They supplement, and do not replace, CallMerlin's General Terms for Customer use of the Platform. 2.2. By applying, accepting the application checkbox, or participating in the Partner Program, the Partner accepts these Partner Terms. 2.3. CallMerlin may approve, reject, suspend or remove any Partner at its discretion, and may refuse an application without stating reasons. 2.4. Participation does not guarantee that any referral, sale, reward, commission or other benefit will be approved or paid. 2.5. The Partner keeps account information accurate and complies with these terms and any additional program rules CallMerlin provides. 2.6. If these Partner Terms conflict with the Platform General Terms, these Partner Terms prevail solely for partner commissions, attribution and partner rights. Customer use of the Platform remains governed by the General Terms. 2.7. The Dutch version prevails. Translations are for information only.

3.1. Referral Partner: refers leads or Customers via a personal Dub partner link. No implementation duty. 3.2. Implementation Specialist: refers Customers and delivers setup, configuration and go-live. The Partner invoices the Customer directly for services. CallMerlin takes 0% of that services fee. 3.3. CallMerlin assigns Partners at approval or later via Dub groups. A Customer sits in one partner track (Referral or Specialist) unless CallMerlin agrees otherwise in writing. 3.4. The Partner acts as an independent contractor. This agreement creates no employment, agency, partnership, joint venture, franchise or fiduciary relationship. The Partner may not make commitments or representations on CallMerlin's behalf. 3.5. The Partner Program is non-exclusive. CallMerlin may work with other partners, affiliates, creators, agencies and referral sources. Partners may work with other companies if they comply with these terms.

4.1. Commissions are calculated only on the Plan fee CallMerlin receives from the Customer via Stripe. 4.2. Excluded: overage minutes, minute packs, extra PINs, extra widget slots, extra phone numbers and similar add-ons or metered charges. 4.3. Referral Partner: 15% of the Plan fee for twelve (12) months from the Customer's start date. 4.4. Implementation Specialist: 20% of the Plan fee for twelve (12) months from the Customer's start date. 4.5. Annual prepay: one commission on that annual charge within the twelve-month window. 4.6. After the window: 0% on that Customer unless CallMerlin states otherwise in writing. 4.7. CallMerlin prices are in euros. Dub may display USD or another program currency; Customer Stripe billing remains in euros per the General Terms.

5.1. CallMerlin may grant an activation bonus of €150 (or the equivalent in the Dub program currency) per net-new Customer. 5.2. The bonus applies only to Professional or higher. Starter still earns the recurring commission under 4.4, but no activation bonus. 5.3. Dub may book a performance bounty automatically. CallMerlin may correct, void or offset bonuses that breach this article (including Starter or self-referral), even if the bounty fell outside a payout holding period. 5.4. Self-referral (own or affiliated entity as Customer) confers no bonus or commission.

6.1. When enabled in Dub: Referral links may give €50 off the first invoice or first month; Specialist links €100, via Stripe coupon or dual-sided incentive. 6.2. CallMerlin may change or stop discounts with notice via Dub or email.

7.1. A referral is eligible only if made in accordance with these terms and any program rules we provide. 7.2. Partners must use the official referral links, codes or tracking methods provided by CallMerlin via Dub. Referrals not properly tracked through approved systems may not be eligible for credit. 7.3. Default attribution runs through Dub (first-touch / valid partner link and conversion tracking), unless agreed otherwise in writing. 7.4. Self-referrals, own accounts, own businesses, accounts the Partner controls, duplicate accounts and artificial referral schemes are prohibited and ineligible. 7.5. Referrals for existing customers, prior leads, or people already in an active buying process with CallMerlin may be excluded from eligibility. 7.6. CallMerlin may review, approve, reject, reverse or adjust any referral that appears fraudulent, abusive, incorrectly tracked or inconsistent with these terms. 7.7. Deal registration: before closing, the Partner may notify partners@callmerlin.app. In conflicts, CallMerlin decides reasonably based on Dub data and demonstrable pipeline. 7.8. CallMerlin sales may engage accounts. That alone does not strip a legitimate commission, except for fraud or breach of these terms.

8.1. Partners must promote CallMerlin honestly, clearly and in a way that reflects positively on the brand. 8.2. Paid advertising to promote CallMerlin is prohibited without prior written approval. This includes paid search, paid social, display ads, sponsored placements, native ads and similar paid traffic sources. 8.3. Partners may not bid on, target or purchase ads using CallMerlin's name, product names, trademarks, misspellings, branded keywords or confusingly similar terms. 8.4. Promotion via coupon sites, deal sites, cashback sites, loyalty platforms, discount extensions or similar services is prohibited without prior written approval. 8.5. Spam, purchased lists, scraped contacts, bots, automated bulk messages and unsolicited outreach to promote CallMerlin are prohibited. 8.6. Partners must clearly disclose their relationship with CallMerlin. Endorsements, reviews, posts, videos, emails or other promotional content must make clear that the partner may receive compensation. 8.7. No false, misleading, exaggerated or unsupported claims about CallMerlin, products, pricing, discounts, results, guarantees or the partner relationship. No implication that the partner is an employee, agent or official representative of CallMerlin. 8.8. Partners must ensure promotional activity complies with applicable laws, advertising rules, privacy requirements and platform policies.

9.1. All IP in the Platform, documentation and CallMerlin brand belongs to Small Guy B.V. or its licensors, as in the General Terms. 9.2. The Partner may use only CallMerlin-provided or written-approved brand assets, solely to promote the Partner Program. 9.3. Partners may not register, purchase or use domains, subdomains, social handles, ads, search keywords, business names, app names or other identifiers that include CallMerlin's name, trademarks, misspellings or confusingly similar terms. 9.4. Partners may not create websites, landing pages, profiles or materials that appear to be owned, operated or officially controlled by CallMerlin. 9.5. CallMerlin may require partners to update or remove content, brand usage or promotional material that is inaccurate, outdated, misleading or brand-inconsistent. 9.6. No suggestion of exclusive reseller status or joint venture without a separate written agreement.

10.1. The Partner shares only Customer data necessary for the Partner Program. 10.2. No resale of personal data. 10.3. CallMerlin processes data under its Privacy Policy. The Partner remains responsible for its own processing toward its clients and prospects (GDPR). 10.4. Non-public information about CallMerlin, customers, products, offers, roadmap, pricing, program performance or business operations must be kept confidential and used only to participate in the program. 10.5. Privacy: privacy@callmerlin.app.

11.1. The Partner handles its own VAT, invoicing, reporting and tax. CallMerlin is not an employer. 11.2. Before receiving payments, partners may be required to complete tax forms, identity verification, sanctions screening, payout provider onboarding or other compliance checks. We may withhold payments until these requirements are completed. 11.3. Payouts of commissions and bonuses run via Dub Partners (including any Stripe Express / payout methods, thresholds and Dub fees). 11.4. CallMerlin approves payouts. Amounts booked unduly, fraudulently or in breach of these terms may be withheld, reversed, offset or clawed back, including after payout where legally permitted. 11.5. Dub holding periods may apply to sale commissions. Bounty/custom commissions may fall outside holding; correction under 5.3 remains available. 11.6. CallMerlin may set maximum limits on rewards, commissions, bonuses or other payments by customer, referral, transaction, time period, partner, campaign or any other basis in the program rules. Limits may be updated at any time.

12.1. CallMerlin may monitor partner activity to protect customers, brand and program. 12.2. Prohibited activity includes fraud, fake traffic, cookie stuffing, forced clicks, hidden redirects, attribution manipulation, impersonation, misleading claims, self-referrals, spam and unsolicited outreach, illegal activity, or any other behavior we consider abusive or harmful. 12.3. If suspended or terminated, the Partner must stop using referral links, brand assets and program materials. CallMerlin may withhold, reverse or cancel related commissions.

13.1. Participation continues indefinitely until notice or termination. 13.2. Either party may terminate with fourteen (14) days' notice by email (partners@callmerlin.app or the address known in Dub). 13.3. CallMerlin may terminate immediately for fraud, material breach, Partner insolvency, or serious harm to brand or Customers. 13.4. After lawful termination without fraud, commissions due within the open twelve-month window for already attributed Customers remain payable, subject to clawback under these terms.

14.1. CallMerlin may change rewards, bounties, discounts, program rules and these Partner Terms. 14.2. Material changes are announced at least fourteen (14) days in advance by email or Dub, unless a shorter period is required by law or fraud prevention. 14.3. Material reductions in commission percentages are not retroactive for Customers already attributed within their open twelve-month window, except for law or fraud. 14.4. Continued participation after the effective date is acceptance, unless the Partner terminates in time.

15.1. To the extent permitted by law, CallMerlin's total liability to the Partner arising from the Partner Program per event or series of related events is limited to commissions owed to the Partner in the twelve (12) months immediately before the claim, capped at €10,000. 15.2. CallMerlin is not liable for indirect, incidental, special, consequential or punitive damages, lost profits or revenue, lost deals, data loss, business interruption or reputational harm, nor for outages at Dub, Stripe or other third parties. 15.3. Limits do not apply to intent or wilful recklessness of CallMerlin's management, nor to liability that mandatory law does not allow to exclude. 15.4. The Partner agrees to defend, indemnify and hold harmless Small Guy B.V. / CallMerlin from claims, damages, losses, liabilities, costs and expenses arising from promotional activity, content, breach of these terms, violation of law or misuse of brand assets by the Partner.

16.1. These Partner Terms are governed exclusively by the laws of the Netherlands, without regard to conflict of laws rules. 16.2. Disputes are submitted to the competent court in the district of Zeeland-West-Brabant, unless mandatory law requires otherwise. 16.3. Parties shall first try to settle amicably within thirty (30) days after written notice. 16.4. The CISG does not apply.

Partners: partners@callmerlin.app Legal: legal@callmerlin.app Platform support: support@callmerlin.app Website: https://callmerlin.app