HIVEMIND YT Affiliate Partner and Links Terms

1. Introduction and Acceptance

These Affiliate Partner and Links Terms (the "Affiliate Terms") govern your participation in the HIVEMIND YT affiliate program (the "Program") operated by HIVEMIND YT LLC, a California limited liability company ("HIVEMIND YT LLC," "HIVEMIND YT," "we," "us," or "our"). HIVEMIND YT is a YouTube creator-growth software-as-a-service offering available at hivemind.yt. By enrolling in the Program, clicking to accept these Affiliate Terms, or promoting HIVEMIND YT using an affiliate link or code we issue to you, you (the "Affiliate," "you," or "your") agree to be bound by these Affiliate Terms.

These Affiliate Terms are a binding contract between you and HIVEMIND YT LLC. They supplement, and do not replace, the HIVEMIND YT Terms of Service, Privacy Policy, Acceptable Use Policy, and any other agreement you have with us. If you do not agree to these Affiliate Terms, you may not participate in the Program. We may update these Affiliate Terms from time to time, and your continued participation in the Program after an update takes effect constitutes your acceptance of the updated terms.

HIVEMIND YT is currently offered in a private beta through an invite access code, and during the beta, access to the product is provided free of charge. Paid subscription plans exist in the product, but plans, prices, features, and availability are non-final and subject to change at any time. Because commissions under the Program are calculated on paid subscription revenue, you acknowledge that commission opportunities may be limited, delayed, or unavailable during the beta period and that the Program itself may be modified or paused while HIVEMIND YT remains in beta.

2. Program Overview and Commission Structure

Subject to these Affiliate Terms, the Program pays you a commission equal to twenty percent (20%) of the net subscription revenue actually received and retained by HIVEMIND YT LLC from each qualifying paying customer that you refer, recurring for up to twelve (12) months from that customer's first paid subscription. The commission applies to recurring subscription payments made by the referred customer during that twelve-month window and ceases when the twelve-month period ends, when the referred customer cancels or stops paying, or when these Affiliate Terms or the Program terminate, whichever occurs first.

A "qualifying paying customer" is a new customer who (a) reaches HIVEMIND YT through your valid, properly attributed affiliate link or code, (b) was not already a HIVEMIND YT customer or in our sales pipeline, (c) is not you, an account you control, or a member of your household, and (d) purchases and pays for a HIVEMIND YT paid subscription plan. Subscription plans currently contemplated in the product include Synapse, Cortex, Nexus, and Omni, offered on a monthly basis with an available yearly discount; plans, names, prices, and features are non-final and may change at any time without notice. Commission is calculated on the net amount HIVEMIND YT LLC actually collects and retains for the subscription, excluding taxes, processor and payment fees, currency-conversion costs, discounts, credits, refunds, and chargebacks.

Commission attribution is determined by our tracking systems and our records, which are the authoritative basis for all commission calculations. We do not guarantee any particular tracking window, cookie duration, or attribution outcome, and where more than one affiliate could claim a referral, we apply our attribution rules in our reasonable discretion. We reserve the right to change the commission rate, the commission duration, qualifying criteria, attribution rules, and other Program terms on a prospective basis, with changes taking effect for referrals and subscription periods occurring after the change.

3. Enrollment, Eligibility, and Payout Onboarding

To participate in the Program, you must enroll, accept these Affiliate Terms, and be approved by HIVEMIND YT LLC. We may accept or decline any application, and may revoke eligibility, in our sole discretion. You must be at least eighteen (18) years old and legally able to enter into a binding contract. The Program is not directed to, and may not be used by, anyone under eighteen (18) years of age. You must provide accurate, current, and complete enrollment information and keep it up to date.

Payouts are processed through Stripe Connect. Before any commission can be paid, you must complete Stripe Connect onboarding, including identity verification, banking or payout details, and any tax and compliance information Stripe or we require. Your use of Stripe Connect is subject to the applicable Stripe Connected Account Agreement and Stripe Services Agreement between you and Stripe, and you are responsible for complying with those terms. HIVEMIND YT LLC does not store your full bank account or card numbers; that information is collected and held by Stripe as the payment processor. We are not responsible for delays, holds, declines, or other actions taken by Stripe in connection with your account or payout.

You are responsible for the accuracy of the payout and tax information you provide. If your Stripe Connect onboarding is incomplete, your identity cannot be verified, or your payout details are invalid, commissions may be withheld until the issue is resolved, and unclaimed or undeliverable commissions may be forfeited as described in these Affiliate Terms or as permitted by applicable law.

4. Payout Thresholds, Schedule, and Holdback

Commissions accrue as referred customers make qualifying payments and become payable only after the applicable holdback period described below and once your accrued, payable balance meets the minimum payout threshold in effect at the time. The current minimum payout threshold and payout schedule are published in the Program enrollment materials or affiliate dashboard and may be updated from time to time. If your balance does not reach the threshold in a given payout cycle, the balance carries forward to subsequent cycles until the threshold is met.

To account for refunds, chargebacks, cancellations, and fraud, commissions are subject to a holdback period before they become eligible for payout, and a commission becomes payable only after the underlying customer payment has cleared and the refund and chargeback window for that payment has closed. We may delay, withhold, or offset payouts where we reasonably suspect fraud, policy violations, or reversible transactions. Payouts are made in United States dollars unless we specify otherwise, and amounts are calculated and recorded in integer minor currency units.

We will use commercially reasonable efforts to pay correctly accrued and payable commissions on the published schedule, but we do not guarantee payment dates and are not liable for delays caused by Stripe, banking systems, incomplete onboarding, tax documentation issues, or events outside our reasonable control. If we overpay a commission or pay a commission that is later reversed, you agree that we may recover or offset the amount against current or future payouts, or invoice you for repayment.

5. FTC Endorsement and Disclosure Obligations

You have a material connection to HIVEMIND YT LLC because you receive commissions and other compensation through the Program, including through affiliate links. The United States Federal Trade Commission's Endorsement Guides at 16 CFR Part 255 require that this material connection be disclosed clearly and conspicuously, close to the relevant endorsement, recommendation, or affiliate link, whenever the connection is not one your audience would reasonably expect. You must make that disclosure every time you promote, endorse, recommend, or link to HIVEMIND YT.

Your disclosures must be hard to miss and easily understood by ordinary consumers. Place the disclosure near the endorsement or affiliate link, not buried in a separate page, a long block of text, a profile bio that readers may not see, or behind a hover, click, or scroll. A clear statement such as "paid link" or a plain explanation that you earn a commission if a reader subscribes, placed next to the link, can be adequate; a vague label such as "affiliate link" standing alone may be insufficient. Disclosures must be appropriate to the medium, including readable on-screen text for video, captions or persistent text for short-form video and images, and spoken disclosures where audio is the primary channel.

All of your endorsements and claims about HIVEMIND YT must be truthful, accurate, and not misleading, must reflect your honest views and actual experience, and must be substantiated. You must not post fake, incentivized, or deceptive reviews, must not misrepresent yourself as an independent or impartial user when you are compensated, and must not make claims we have not authorized. As the advertiser operating the Program, HIVEMIND YT LLC can face liability for deceptive or unsubstantiated claims and undisclosed material connections made by its affiliates, and we therefore require strict compliance with 16 CFR Part 255 and reserve the right to monitor your promotions and to require corrections.

6. Prohibited Promotion Methods

You must promote HIVEMIND YT only through lawful, honest, and good-faith methods. The following promotion methods are prohibited, and engaging in any of them is a material breach of these Affiliate Terms: sending spam or unsolicited bulk email, messages, comments, or postings; cookie-stuffing, forced clicks, hidden frames, pop-unders, or any technique that drops or claims affiliate tracking without a genuine, intentional user click; and self-referral or referring your own accounts, accounts you control, household members, or otherwise arranging referrals to generate commissions for yourself.

You must not bid on, register, or use HIVEMIND YT LLC's or HIVEMIND YT's trademarks, brand names, product names (including HIVEMIND YT, Pulse Analytics, Create Clips, and the subscription plan names), or confusingly similar variants or misspellings in paid search, paid social, or other paid advertising, and you must not run paid search advertising on our marks or on bidding terms that include our marks. You must not use our marks in display URLs, ad copy, or ad domains in a way that suggests you are us or an official channel, must not register domain names, social handles, or app listings that incorporate or imitate our marks, and must not engage in typosquatting.

You must not make false, misleading, deceptive, exaggerated, or unsubstantiated claims about HIVEMIND YT, its features, performance, pricing, or results, and must not promise or imply any guaranteed growth, revenue, ranking, audience, or other outcome, because HIVEMIND YT makes no such guarantees. You must not present yourself as HIVEMIND YT LLC, as an employee, agent, or official representative, or as the source of the HIVEMIND YT service. You must not promote HIVEMIND YT on sites or in contexts that are unlawful, infringing, deceptive, adult, hateful, or that violate the rules of any platform you use, and you must comply with the terms and policies of every advertising network, search engine, and social platform through which you promote. Because HIVEMIND YT publishes only through official Google, YouTube, and social platform application programming interfaces, you must not promote HIVEMIND YT as a scraper, stream-ripper, or tool for downloading or extracting protected content, and you must not describe it as circumventing any platform's terms, technological protection measures, or access controls.

We may, in our sole discretion, prohibit additional promotion methods, require you to cease a particular method, disqualify referrals obtained through prohibited methods, withhold or reverse related commissions, and suspend or terminate your participation for any violation of this section.

7. Commission Clawback on Refunds, Chargebacks, and Fraud

Commissions are earned only on subscription revenue that HIVEMIND YT LLC actually receives and retains. If a referred customer's payment is refunded, charged back, disputed, reversed, credited, or otherwise not retained by us, the related commission is not earned and will be cancelled. If the commission has already accrued but not yet been paid, it will be removed from your balance. If the commission has already been paid, you authorize us to recover the amount by deducting or offsetting it against your current or future payouts, and, where offsetting is insufficient, to invoice you for repayment, which you agree to pay promptly.

We may cancel, withhold, reverse, or recover commissions, and may disqualify the associated referrals, where we reasonably determine that a referral resulted from fraud, self-referral, fake or stolen payment instruments, abuse of trials or promotions, prohibited promotion methods, bot or automated traffic, manipulation of tracking, or any violation of these Affiliate Terms. We may also place commissions under review and delay payout while we investigate suspected fraud or abuse.

Our determinations regarding refunds, chargebacks, fraud, attribution, and clawbacks are based on our records and are final, subject to any rights you have under applicable law. Nothing in this section limits our other remedies, including suspension or termination of your participation and recovery of amounts improperly paid.

8. Taxes and Tax Documentation

You are solely responsible for determining, reporting, and paying all taxes, levies, and government charges arising from commissions you earn under the Program, including income and self-employment taxes. Commissions are paid gross, and HIVEMIND YT LLC does not withhold taxes except where required by law.

As a condition of payout, you must provide valid and accurate tax documentation appropriate to your status, including an IRS Form W-9 for United States persons or the applicable IRS Form W-8 (for example, Form W-8BEN or W-8BEN-E) for non-United States persons, together with any other tax or compliance information that HIVEMIND YT LLC, Stripe, or applicable law requires. You must keep this documentation current and promptly provide updates when your circumstances change.

If you do not provide required tax documentation, or if the documentation is incomplete, inaccurate, or cannot be verified, we may withhold payouts, apply backup or other withholding required by law, or suspend your participation until the issue is resolved. We and Stripe may report commission payments to tax authorities as required by law. You are responsible for any taxes, interest, or penalties arising from your failure to provide accurate tax information.

9. Independent Contractor; No Employment, Agency, or Partnership

You participate in the Program as an independent contractor. Nothing in these Affiliate Terms creates an employment, agency, partnership, joint venture, or franchise relationship between you and HIVEMIND YT LLC. You are not an employee, agent, or legal representative of HIVEMIND YT LLC for any purpose, and you have no authority to make any representation, warranty, commitment, or obligation on behalf of HIVEMIND YT LLC or to bind HIVEMIND YT LLC in any way.

You may not hold yourself out as HIVEMIND YT LLC or HIVEMIND YT, as an official channel, or as authorized to speak for us beyond promoting the service as an independent affiliate using the materials and methods we permit. You are responsible for your own business expenses, your own taxes, and your own compliance with all laws applicable to your promotional activities. You receive no employment benefits, and neither party is responsible for the debts, obligations, or liabilities of the other.

You will indemnify, defend, and hold harmless HIVEMIND YT LLC and its members, officers, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to your promotional activities, your content, your endorsements or claims about HIVEMIND YT, your use of any third-party platform or advertising network, your failure to make required disclosures, your tax obligations, or your breach of these Affiliate Terms or of applicable law.

10. Intellectual Property and Use of Brand Assets

HIVEMIND YT LLC and its licensors retain all right, title, and interest in and to HIVEMIND YT, the hivemind.yt domain, and all related names, logos, trademarks, service marks, and other brand assets (the "Brand Assets"). Subject to your compliance with these Affiliate Terms, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to use the affiliate links, codes, and any Brand Assets we expressly provide, solely to promote HIVEMIND YT in accordance with these Affiliate Terms and any brand or promotional guidelines we publish.

You must not modify the Brand Assets, use them in a misleading or disparaging manner, combine them with other marks in a way that implies a different source, or use them in any corporate, product, service, domain, or social media name. You must not imply any endorsement, sponsorship, partnership, or affiliation beyond your status as an independent affiliate. References in your promotions to third-party platforms such as YouTube, Google, Meta, Instagram, Threads, Facebook, TikTok, X, and LinkedIn must respect those platforms' own brand and trademark requirements; those names and logos are the property of their respective owners, and you must not imply any endorsement by, or affiliation with, those platforms. The license to use Brand Assets ends automatically when your participation in the Program ends, and you must promptly stop using all Brand Assets, affiliate links, and codes upon termination.

11. Term, Suspension, and Termination

These Affiliate Terms take effect when you enroll and accept them and continue until terminated. Either party may terminate participation in the Program at any time, with or without cause, by providing notice (which, from us, may be by email or through the affiliate dashboard). We may also suspend, limit, or terminate your participation immediately and without prior notice if we reasonably believe you have violated these Affiliate Terms, engaged in fraud or prohibited promotion methods, or created legal, reputational, or compliance risk for HIVEMIND YT LLC.

Upon termination, your license to use affiliate links, codes, and Brand Assets ends immediately, and you must promptly remove them from your channels and cease all promotion of HIVEMIND YT. Commissions that were validly earned and remain payable as of the effective date of termination, that are not subject to clawback, refund, chargeback, fraud review, or offset, and that meet the minimum payout threshold, will be paid on the next applicable payout cycle following the close of the applicable holdback period, subject to your completion of payout and tax onboarding. We may withhold or cancel any commissions associated with violations, fraud, or reversible transactions. If we terminate your participation for cause, we may forfeit unpaid commissions to the extent permitted by applicable law.

Sections relating to commission clawback, taxes, independent contractor status, indemnification, intellectual property, disclaimers, limitations of liability, dispute resolution, and governing law survive termination of these Affiliate Terms.

12. Disclaimers and Limitation of Liability

The Program is provided on an "as is" and "as available" basis. To the fullest extent permitted by applicable law, HIVEMIND YT LLC disclaims all warranties, express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement, with respect to the Program, the affiliate tracking and reporting systems, HIVEMIND YT, and the third-party platforms and services (including Stripe and the social and Google or YouTube platforms) on which the Program depends. We do not guarantee any minimum amount of referrals, commissions, earnings, conversions, or income, and any examples are illustrative only.

To the fullest extent permitted by applicable law, HIVEMIND YT LLC and its members, officers, employees, and agents will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any lost profits, lost revenue, lost data, or loss of goodwill, arising out of or relating to the Program or these Affiliate Terms, even if advised of the possibility of such damages. Our aggregate liability arising out of or relating to the Program and these Affiliate Terms will not exceed the total commissions actually paid to you by HIVEMIND YT LLC during the twelve (12) months immediately preceding the event giving rise to the claim. This Program-specific cap operates in place of the general cap in the Terms of Service solely with respect to the Program. Some jurisdictions do not allow certain limitations, so some of these limitations may not apply to you.

13. Governing Law and Dispute Resolution

These Affiliate Terms are governed by the laws of the State of California, without regard to its conflict-of-laws principles. Any dispute arising out of or relating to these Affiliate Terms or the Program will be resolved by binding arbitration administered under the Commercial Arbitration Rules of the American Arbitration Association, seated in California, and you and HIVEMIND YT LLC waive any right to participate in a class, collective, or representative action. This dispute resolution provision is intended to be consistent with the dispute resolution and arbitration provisions of the HIVEMIND YT Terms of Service, which apply to your relationship with us; in the event of a conflict regarding arbitration procedure, the HIVEMIND YT Terms of Service control. Nothing in this section prevents either party from seeking injunctive or equitable relief in a court of competent jurisdiction in California to protect its intellectual property or confidential information.

14. General

These Affiliate Terms, together with the HIVEMIND YT Terms of Service, Privacy Policy, Acceptable Use Policy, and any Program guidelines we publish, constitute the entire agreement between you and HIVEMIND YT LLC regarding the Program and supersede any prior understanding on that subject. If any provision is held unenforceable, the remaining provisions remain in full force, and the unenforceable provision will be enforced to the maximum extent permitted by law. Our failure to enforce any provision is not a waiver of it. You may not assign these Affiliate Terms without our prior written consent; we may assign them in connection with a merger, acquisition, reorganization, or sale of assets. We may modify these Affiliate Terms or the Program on a prospective basis by posting an updated version or notifying you, and your continued participation constitutes acceptance.

15. Contact

Questions and notices regarding the Program or these Affiliate Terms may be sent to HIVEMIND YT LLC by email at contact@hivemind.yt. For physical mail, notices may be directed to the registered agent of HIVEMIND YT LLC on file with the California Secretary of State. The HIVEMIND YT service is available at hivemind.yt.