Affiliate Terms and Conditions

PLEASE READ THE ENTIRE AGREEMENT. YOU MAY PRINT THIS PAGE FOR YOUR RECORDS. THIS IS A LEGAL AGREEMENT BETWEEN YOU AND QUILLIO AI LEGAL ASSISTANT PTY LTD. BY SUBMITTING THE ONLINE APPLICATION YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION.

In addition, by accepting these terms you are also agreeing to our regular Terms of Service and our Privacy Policy.

1. Overview

This Agreement contains the complete terms and conditions that apply to you becoming an affiliate in Quillio AI Legal Assistant's Affiliate Program. The purpose of this Agreement is to facilitate: (a) the placement of authorised HTML or equivalent digital links between your website or other digital properties and the quillio.au website; and (b) the generation of referrals by consultant affiliates through approved offline or non-website channels using the unique referral identifiers we provide.

Throughout this Agreement, "we," "us," and "our" refer to Quillio AI Legal Assistant Pty Ltd, and "you," "your," and "yours" refer to the affiliate. A Website Affiliate means an affiliate who promotes our Services primarily through an online website or digital platform; a Consultant Affiliate means an affiliate who promotes our Services primarily through professional, offline, or other non-website channels.

2. Affiliate Obligations

2.1 Application and Site Requirements

To begin the enrolment process, you will complete and submit the online application. The fact that we auto-approve applications does not imply that we may not re-evaluate your application at a later time. We may reject your application at our sole discretion. We may cancel your application if we determine that your site:

• Promotes sexually explicit materials, violence, or discrimination
• Promotes illegal activities
• Incorporates any materials which infringe on any copyright, trademark, or intellectual property rights
• Includes "Quillio AI Legal Assistant" or variations or misspellings thereof in its domain name
• Is otherwise unlawful, harmful, threatening, defamatory, obscene, or harassing
• Contains software downloads that potentially enable diversions of commission from other affiliates in our program

You may not create or design your website in a manner which resembles our website or leads customers to believe you are Quillio AI Legal Assistant or any affiliated business.

2.2 Dashboard Access and Link Requirements

As a member of the Affiliate Program, you will have access to the Affiliate Dashboard. You will be able to review Program details, download HTML code for links, and browse tracking codes for coupons and deals. You must use the HTML code we provide for each banner, text link, or other affiliate link we provide. Consultant Affiliates must use the unique referral identifiers and alternative tracking mechanisms expressly authorised by Quillio AI Legal Assistant for offline promotional activities.

2.3 Coupon and Deal Promotion Terms

Quillio AI Legal Assistant occasionally offers coupons to select affiliates and newsletter subscribers. If you are not pre-approved for a branded coupon, you are not allowed to promote it. The following terms apply to any affiliate considering promoting deals or coupons:

• Coupon and deal sites are not permitted under any circumstances
• Affiliates may not use misleading text on affiliate links, buttons, or images
• Affiliates may not bid on Quillio AI Legal Assistant coupon or discount keywords
• Affiliates may not generate pop-ups, pop-unders, iframes, or any other actions that set affiliate cookies without clear user intent
• User must be able to see coupon/deal/savings information and details before an affiliate cookie is set

2.4 Site Monitoring and Updates

Quillio AI Legal Assistant reserves the right, at any time, to review your placement and approve the use of your links and require that you change the placement or use to comply with our guidelines.

2.5 Intellectual Property Responsibility

It is entirely your responsibility to follow all applicable intellectual property and other laws that pertain to your site. You must have express permission to use any person's copyrighted material. We will not be responsible if you use another person's copyrighted material in violation of the law or any third party rights.

3. Quillio AI Legal Assistant Rights and Obligations

3.1 Monitoring and Modification Rights

We have the right to monitor your site and approved promotional channels at any time to determine if you are following the terms and conditions of this Agreement. If you do not make the changes we feel are necessary, we reserve the right to terminate your participation in the Affiliate Program.

3.2 Termination for Fraud or Abuse

Quillio AI Legal Assistant reserves the right to terminate this Agreement immediately and without notice should you commit fraud in your use of the Affiliate Program or abuse this program in any way. If such fraud or abuse is detected, Quillio AI Legal Assistant shall not be liable to you for any commissions for such fraudulent sales.

3.3 Agreement Term

This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated hereunder.

4. Termination

Either you or we may end this Agreement at any time, with or without cause, by giving the other party written notice (which may be by email). This Agreement will also terminate immediately upon any breach of this Agreement by you.

5. Modification

We may modify any of the terms and conditions in this Agreement at any time at our sole discretion. In such an event, you will be notified by email. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation following posting of changes will indicate your agreement.

6. Payments, Ranks, Commissions, Refunds and Clawbacks

6.1 Commission Payouts and Minimum Threshold

Commissions are paid out monthly based on the rank you've achieved. For an Affiliate to earn a commission, the referred account must remain active for at least 37 days. The minimum affiliate payout is AUD $50. If your balance is below this amount, your commissions will continue to accumulate until you reach the payout threshold.

6.2 Commission Period and Calculation

Commissions are calculated only on subscription payments made within the first twelve (12) months following the referred client's initial subscription with Quillio AI Legal Assistant (Commission Period). There is no entitlement to commission beyond the Commission Period. Commission is payable only on subscription revenue actually received in cleared funds from the referred client during the Commission Period, calculated on a cash-in-bank basis and exclusive of GST, VAT, or any other applicable taxes.

6.3 Refunds and Clawbacks

If a referred client obtains a refund, initiates a charge-back, or otherwise reverses a payment, any commission previously paid or credited to you in respect of that transaction will be debited from your commission account (Clawback). We may offset Clawbacks against future commission payments. You are not entitled to commissions from transactions that are reversed, refunded, or deemed fraudulent; and Clawbacks cannot be disputed or overridden by claims concerning other fulfilled transactions.

6.4 Referral Eligibility and Ineligibility

A referral will be deemed ineligible, and no Commission will be payable, if:

• The referred lead or customer is one that Quillio AI Legal Assistant is already working with, either directly or indirectly, including through another partner, affiliation, or partnership arrangement at the time the referral is made; or
• The Affiliate is unable to provide reasonable proof of engagement with the lead or customer, such as email correspondence or other documentary evidence, at the time of making the referral.

6.5 Ranks

The default commission rate is 8% on subscription payments received from the referred customer during the Commission Period. Higher ranks can be achieved:

• Developing: After receiving affiliate commissions totalling $20,000 AUD — earn 10% commission on sales
• Accomplished: After accumulating affiliate commissions of $35,000 AUD — earn 15% commission on sales
• Legendary: By earning affiliate commissions of $50,000 AUD — receive 20% commission on sales

You cannot refer yourself, and you won't earn a commission on your own accounts. Commission accrual ceases after expiry of the Commission Period.

6A. Share the Love Program

6A.1 Program Overview and Structure

Quillio AI Legal Assistant operates a separate referral program called the "Share the Love Program" which is distinct from and operates independently of the Affiliate Program. The Share the Love Program enables existing clients of Quillio AI Legal Assistant (Referring Clients) to invite prospective users to the platform through unique referral identifiers.

Under the Share the Love Program, when a Referring Client successfully refers a new user (Referred User) who registers using the Referring Client's unique referral identifier:

• Registration Rewards: Upon successful registration and account activity of at least 7 days, both the Referring Client and Referred User receive 100 Quillio AI Legal Assistant platform credits each.
• Conversion Rewards: If the Referred User becomes a paying client within 90 days of registration, both parties receive an additional 500 platform credits each, bringing the total potential reward to 600 credits per party.

Credits are not redeemable for cash and do not represent cash paid to either party.

6A.2 Eligibility and Participation Requirements

Participation is limited to existing clients of Quillio AI Legal Assistant who maintain active paid subscriptions and are in good standing. Referring Clients must use only official referral identifiers provided through the designated Share the Love Program dashboard. Each Referred User must be a genuine new user who has not previously held an account with Quillio AI Legal Assistant.

6A.3 Payment Terms and Processing

All Share the Love Program rewards are given in Quillio AI Legal Assistant platform credits. Registration rewards are allocated within 14 business days of the Referred User meeting minimum activity requirements. Conversion rewards are allocated within 21 business days of the Referred User completing their first paid subscription transaction. Credits are not redeemable for cash, not transferable, and cannot be exchanged for other services or cashed out at subscription end.

If a Referred User cancels their paid subscription, initiates a chargeback, or obtains a refund within the first 60 days of their subscription, any conversion rewards previously allocated will be debited from both parties' accounts (Share the Love Reward Clawback).

6B. Program Exclusivity and Mutual Incompatibility

6B.1 Absolute Program Exclusivity

Participation in the Affiliate Program and the Share the Love Program are mutually exclusive. No individual or entity may simultaneously participate in both programs or receive benefits from both programs in respect of the same referred customer or transaction.

Any person accepted as an Affiliate is automatically and permanently ineligible to participate in the Share the Love Program for the duration of their affiliate relationship and for 12 months following termination of this Agreement.

Existing Share the Love Program participants who apply to become Affiliates must formally withdraw from the Share the Love Program and forfeit any accumulated but unpaid rewards before their affiliate application can be processed. Such withdrawal is irrevocable.

6B.2 Detection and Enforcement Mechanisms

Quillio AI Legal Assistant employs monitoring systems including IP address tracking, device fingerprinting, payment method analysis, and cross-referencing of personal identification information to detect attempts at dual program participation. Where dual participation is suspected, all reward allocations and program privileges may be immediately suspended pending investigation. The suspected participant bears the burden of providing satisfactory evidence of compliance.

Upon confirmation of program exclusivity violations, Quillio AI Legal Assistant may immediately terminate from both programs, forfeit all accumulated rewards, recover previously allocated commissions, and permanently exclude from future participation in any referral or incentive programs.

6C. Anti-Gaming and Fraud Prevention

6C.1 Prohibited Gaming Activities

Gaming of either the Affiliate Program or Share the Love Program through artificial, deceptive, or manipulative means is strictly prohibited and constitutes a material breach of this Agreement. Prohibited activities include:

• Creating false or misleading referrals
• Using automated systems or bots to generate artificial traffic or registrations
• Coordinating circular referral schemes
• Manipulating tracking systems or referral identifiers
• Creating multiple accounts or identities to circumvent program limitations
• Using misleading marketing materials or misrepresenting Quillio AI Legal Assistant services

6C.2 Investigation and Detection Procedures

Quillio AI Legal Assistant maintains the right to investigate suspicious referral patterns or unusual account activity. Participants must cooperate fully with investigations and provide requested documentation within 7 business days of any reasonable request. During investigations, reward payments and program privileges may be temporarily suspended.

6C.3 Penalties and Remedial Actions

Upon determination that gaming activities have occurred, Quillio AI Legal Assistant may impose any combination of the following penalties: immediate forfeiture of all unpaid rewards and accumulated benefits; recovery of previously allocated rewards and commissions; immediate termination from all Quillio AI Legal Assistant referral and incentive programs; permanent exclusion from future program participation; and pursuit of additional damages or remedies available at law or equity.

Where gaming activities have resulted in improper receipt of rewards or commissions, participants are liable to repay all improperly obtained amounts plus interest calculated at the Reserve Bank of Australia cash rate plus 2% per annum from the date of improper receipt.

6D. Program Administration and Compliance

6D.1 Record Keeping and Reporting

Quillio AI Legal Assistant maintains comprehensive records of all referral activities, reward calculations, and program participation. Participants may access their program activity data through designated program dashboards. Monthly program reports may be provided for informational purposes.

6D.2 Modification and Termination Rights

Quillio AI Legal Assistant reserves the right to modify, suspend, or terminate either the Affiliate Program or Share the Love Program at any time in its sole discretion. Program modifications apply prospectively to future referrals and activities, unless otherwise specified. Participants who do not accept modified terms may terminate their participation by providing written notice.

7. Access to Affiliate Account Interface (Dashboard)

You will create a password so that you may enter the secure Quillio AI Legal Assistant affiliate dashboard. From that site you will be able to receive reports describing our calculation of the commissions due to you.

8. Promotion Restrictions

8.1 General Promotional Guidelines

You are free to promote your own websites, but any promotion that mentions Quillio AI Legal Assistant could be perceived as a joint effort. Certain forms of advertising are always prohibited, including "spamming," unsolicited commercial email (UCE), and postings to non-commercial newsgroups. You may not advertise in any way that conceals or misrepresents your identity, your domain name, or your return email address. At all times, you must clearly represent yourself and your websites as independent from Quillio AI Legal Assistant.

8.2 Paid Search and Trademark Restrictions

Affiliates may not under any circumstances use our domain names for use in any paid search or display advertising campaign on Google, Bing, Yahoo, Facebook, TikTok, or any other paid platform. If you wish to run paid advertising you must use your own domain name. Affiliates that bid on Quillio AI Legal Assistant brand keywords in pay-per-click campaigns will be considered trademark violators and will be banned from the Affiliate Program.

8.3 Lead Form Entry

Affiliates are not prohibited from keying in prospect information into the lead form as long as the prospects' information is real and true, and these are valid leads sincerely interested in Quillio AI Legal Assistant's service.

8.4 Parasiteware and Deceptive Practices Prohibition

Affiliates shall not transmit any interstitials, Parasiteware, Parasitic Marketing, Toolbar Installations, Shopping Wallets, or deceptive pop-ups and/or pop-unders to consumers from the time the consumer clicks on a qualifying link until the consumer has fully exited Quillio AI Legal Assistant's site.

8.5 Defamatory Language Prohibition

Affiliates shall not use any defamatory language in headings or page/video content, such as: Scam, rip off, fraud, sham, or any other wording that could imply wrongdoing by Quillio AI Legal Assistant.

9. Grant of Licences

9.1 Licence Grant

We grant to you a non-exclusive, non-transferable, revocable right to access our site through HTML links solely in accordance with the terms of this Agreement, utilise Quillio AI Legal Assistant approved marketing materials that we provide, and use our logos, trade names, trademarks, and similar identifying material (collectively, the "Licensed Materials") that we provide or authorise. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of the Affiliate Program and only in the manner approved by us.

9.2 Proprietary Material Usage

Each party agrees not to use the other's proprietary materials in any manner that is disparaging, misleading, obscene, or that otherwise portrays the party in a negative light. Each party reserves all of its respective rights in the proprietary materials covered by this licence.

10. Disclaimer

QUILLIO AI LEGAL ASSISTANT MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING QUILLIO AI LEGAL ASSISTANT SERVICE AND WEBSITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN. ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR SITE WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.

11. Representations and Warranties

You represent and warrant that: this Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid, and binding obligation; you have the full right, power, and authority to enter into and be bound by the terms and conditions of this Agreement and to perform your obligations; and you have sufficient right, title, and interest in and to the rights granted to us in this Agreement.

12. Limitations of Liability

WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, IN NO EVENT SHALL QUILLIO AI LEGAL ASSISTANT'S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE TOTAL COMMISSION FEES PAID TO YOU UNDER THIS AGREEMENT.

13. Indemnification

You hereby agree to indemnify and hold harmless Quillio AI Legal Assistant Pty Ltd, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable legal fees) arising out of or based on: (i) any claim that our use of the affiliate trademarks infringes on any trademark, trade name, service mark, copyright, licence, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation or breach of a covenant and agreement made by you herein, or (iii) any claim related to your site, including content therein not attributable to us.

14. Confidentiality

All confidential information, including business, technical, financial, and customer information, disclosed by one party to the other during negotiation or the effective term of this Agreement will remain the sole property of the disclosing party. Each party will keep in confidence and not use or disclose such proprietary information of the other party without express written permission.

15. Miscellaneous

15.1 Independent Contractor Status

You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and Quillio AI Legal Assistant. You will have no authority to make or accept any offers or representations on our behalf.

15.2 Assignment Restrictions

Neither party may assign its rights or obligations under this Agreement to any party, except to a party who obtains all or substantially all of the business or assets of a third party.

15.3 Governing Law

This Agreement shall be governed by and interpreted in accordance with the laws of New South Wales, Australia.

15.4 Amendment Requirements

You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.

15.5 Entire Agreement

This Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the parties, oral or written.

15.6 Severability

If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this agreement shall have full force and effect.

16. Electronic Signatures

This Agreement is an electronic contract that sets out the legally binding terms of your participation in the Quillio AI Legal Assistant affiliate program. You indicate your acceptance of this Agreement by completing the Quillio AI Legal Assistant application process. This action creates an electronic signature that has the same legal force and effect as a handwritten signature.