Referral Program Agreement

PLEASE READ THIS AGREEMENT CAREFULLY. THIS AGREEMENT AFFECTS YOUR LEGAL RIGHTS, INCLUDING LIMITING OUR LIABILITY AND REQUIRING RESOLUTION OF DISPUTES ON AN INDIVIDUAL NON-CLASS BASIS. SEE SECTION 7.

Welcome to the RightAsk AI Referral Program. Subject to all terms of this Agreement, the following is a summary of the Program:

TABLE OF CONTENTS

1.  Introduction

2.  Program & Eligibility

3.  Commission & Payouts

4.  Participant Obligations & Conduct

5.  Cookie & Referral Tracking

6.  Termination

7.  Dispute Resolution & Governing Law

8.  Additional Terms

9.  Contact & Support

1.  Introduction

This RightAsk AI Referral Program Agreement (this “Agreement”) is a binding legal agreement between you (a “Participant”) and RightAsk AI, LLC, a Delaware limited liability company (“RightAsk AI,” “we,” “our” or “us”). This Agreement is effective as of the date signed (the “Effective Date”).

By registering for the Referral Program through www.rightask.ai (the “Website”), or by otherwise accepting this Agreement, you agree to be fully bound by all terms and conditions herein. Additionally, the Program is administered through Reditus, a third-party affiliate management platform, and is therefore subject to Reditus's terms, policies and privacy notice in effect from time to time. This Agreement is also subject to, and hereby incorporates by reference, our Terms of Service and Privacy Notice as updated from time to time.

We reserve the right to modify this Agreement and any terms herein, and the Program, at any time with reasonable notice in accordance with Section 6.5. Continued participation after notice of changes constitutes acceptance of the updated terms and Agreement.

2.  Program & Eligibility

2.1  Program

The RightAsk AI Referral Program allows eligible Participants to earn recurring Commissions on Qualifying Subscriptions purchased by Qualifying Referrals (the “Program”). The Program is administered through Reditus and operates according to this Agreement and the applicable Reditus terms.

To participate, you must register through Reditus and receive a referral link specific to RightAsk AI. Only subscriptions purchased by a Qualifying Referral and validly attributed to your referral link may qualify for Commissions. All Commissions, customer rewards, eligibility, payouts, attribution, and participation remain subject to this Agreement.

“Qualifying Referral” means a new RightAsk customer who accesses RightAsk through a Participant’s unique referral link and whose signup is validly attributed to that Participant under the tracking and attribution requirements in Section 5.

“Qualifying Subscription” means an eligible paid RightAsk subscription purchased by a Qualifying Referral that generates Net Revenue and is not an ineligible transaction under Section 3.6.

2.2  Eligibility

To participate in the Program, you must meet all of the following criteria at the time of registration and throughout your participation:

• Be at least 18 years of age and legally capable of entering into binding contracts in your jurisdiction.

• Have a valid Reditus account in good standing.

• Not be an employee, contractor, or agent of RightAsk AI outside of this Agreement.

• Not be a direct competitor of RightAsk AI.

• Comply with all applicable laws and regulations including but not limited to compliance for advertising, disclosures, endorsements, and affiliate marketing.

• Not engage in any form of self-referral or referral of entities or individuals you own or control.

• Not be subject to U.S. or applicable international sanctions or export restrictions.

RightAsk reserves the right to approve, reject, or remove any Participant from the Program at its sole discretion, including retroactively if eligibility criteria were not met or are subsequently violated.

3.  Commission & Payouts

3.1  Commission Structure

Participants earn a Commission equal to 25% of Net Revenue from each Qualifying Subscription purchased by a Qualifying Referral, subject to this Agreement.

“Net Revenue” means the total subscription fees actually received by RightAsk AI from a Referred Customer for Qualifying Subscriptions, after application of any applicable discounts (including the New User Reward), refunds, chargebacks, reversals, taxes, or other deductions.

3.2  New User Reward

A Qualifying Referral who uses a valid Participant referral link, begins an eligible 30-day trial of monthly Pro, and provides a valid payment method will receive a 25% discount on the first six paid monthly Pro subscription charges following the trial.

Unless the Qualifying Referral cancels before the trial ends, the trial will automatically convert to a paid monthly Pro subscription and the discount will be applied to the first six paid monthly subscription charges. The discount applies only to the monthly Pro subscription fee. It does not apply to annual plans, taxes, usage-based charges, add-ons, or other products or services.

3.3  Commission Duration

Commissions accrue starting on the date the Qualifying Subscription is purchased, and stop twelve (12) months thereafter (the “Commission Period”), meaning the Participant shall not be eligible for any Commissions outside of the Commission Period. For the sake of clarity, each Qualifying Subscription is subject to its own separate and independent Commission Period. The start or end of the Commission Period for any one Qualifying Subscription does not extend, shorten, reset, or otherwise affect the Commission Period applicable to any other Qualifying Subscription. Upon the end of the Commission Period, all Commissions cease accrual and no further Commissions shall be owed with respect to such Qualifying Subscription.

3.4  Minimum Payout Threshold & Schedule

Commissions are available to be disbursed to you through Reditus once the Participant’s accumulated balance reaches $50 USD. Payouts are processed monthly in accordance with Reditus's standard schedule. RightAsk is not responsible for delays caused by Reditus, incorrect payment details, or applicable tax withholding, and you agree that Reditus and not RightAsk AI is solely responsible for payout of all Commissions.  

3.5  Taxes & Withholding

Participants are independent contractors, and not employees or agents with authority to represent or sign on behalf of RightAsk AI. Participants are solely responsible for all taxes, withholding obligations, levies, and duties applicable to commissions received. RightAsk AI will not reserve withholdings except as required by applicable law, and we may issue you a 1099 or other tax documentation as required by applicable law.

3.6  Ineligible Transactions

The following transactions will not qualify for commission:

• Refunded, reversed, or charged-back payments

• Payments made by any Participant, or by entities they own or control

• Trial periods, free plans, or promotional non-paying subscriptions

• Transactions flagged as fraudulent by RightAsk AI, Reditus, or a payment processor in their sole discretion

• Transactions where attribution cannot be confirmed due to cookie deletion, browser restrictions, or ad blockers

• Transactions generated through prohibited promotional methods as described in Section 4.2

• Transactions by customers who were a paying customer prior to any such referral.

4.  Participant Obligations & Conduct

4.1  Accurate Representations

Participants must accurately and truthfully represent RightAsk's products, services, pricing, and features in all promotional materials. Participants must clearly disclose their affiliate relationship with RightAsk in all promotional content in compliance with applicable laws and regulations. You alone are solely responsible for your compliance with this Section 4. We reserve the right to audit, and request your removal of, any content related to this Agreement for violation of these terms or for any other reason, in our sole discretion.

4.2  Prohibited Promotional Methods

The following methods are strictly prohibited and may result in immediate termination and commission forfeiture:

• Spam or unsolicited mass messaging via email, SMS, social media, or any other channel

• Cookie stuffing, forced clicks, or any technique designed to artificially inflate referral attribution

• Paid search advertising on RightAsk's branded keywords, including "RightAsk" and "RightAsk AI"

• Incentivized clicks where compensation is offered to prospective customers to click a referral link regardless of genuine interest

• False, deceptive or misleading claims about RightAsk's products, pricing, or features

• Generating fake accounts, test accounts, or other fraudulent sign-ups to claim commissions

• Using the RightAsk name, logo, or trademarks in any manner not expressly authorized in writing by RightAsk

4.3  Compliance with Laws

Participants must comply with all applicable laws governing their promotional activities, including but not limited to state and federal consumer protection laws, privacy laws (GDPR, CCPA, PIPEDA), anti-spam laws (CAN-SPAM, TCPA, CASL), and advertising and affiliate disclosure requirements.

4.4  No Unauthorized Use of RightAsk IP

Participants may use RightAsk's name and general product description to promote the Program. Participants may not use RightAsk's logos, trademarks, trade dress, or proprietary imagery without prior written approval. Any unauthorized use of our intellectual property automatically terminates all rights to Commissions including previously accrued Commissions.

4.5. Intellectual Property License

Subject to all terms of this Agreement, RightAsk AI grants you a limited, non-exclusive, non-transferable, revocable license during the term of this Agreement to use its name and product descriptions solely to promote the Program in accordance with this Agreement. You may not modify any materials or use them for any other purpose. Any unauthorized use immediately terminates this license and may result in forfeiture of all accrued Commissions.

4.6 Participant Representations and Warranties

You represent and warrant that: (a) you have full power and authority to enter into and perform this Agreement; (b) your promotional activities will comply with all applicable laws, including FTC Endorsement Guides, CAN-SPAM, GDPR/CCPA, and state consumer-protection laws; (c) you will make clear and conspicuous disclosures of your affiliate relationship (e.g., “#ad”, “affiliate link”, or “I may earn a commission…”); (d) you will not use AI-generated content in a way that creates false or misleading claims about RightAsk AI; and (e) all content you create is original or properly licensed.

5.  Cookie & Referral Tracking

Each Participant is assigned a unique referral link via Reditus when you sign up for their platform and access the RightAsk AI opportunity. When a prospective customer clicks your referral link, a tracking cookie is placed with a 60-day cookie lifetime, tracked via Reditus’s first-party cookie and URL parameter.

If a prospective customer clicks multiple referral links before converting, the most recent valid referral link clicked within the 60-day window receives attribution. RightAsk and Reditus are not liable for referrals lost due to browser privacy settings, extensions, third-party cookie restrictions, or ad blockers. If a referral clicks on your link but the required cookie is blocked, disabled or otherwise is not able to track attribution, you will not qualify for the corresponding Commissions hereunder.

6.  Termination

6.1  Termination by Participant

You may withdraw from the Program at any time by deactivating your referral account within the Reditus platform. Commissions earned on transactions completed prior to your withdrawal date will be paid in accordance with Reditus’s standard payout schedule. No Commissions will accrue after your withdrawal date.

6.2  Termination by RightAsk

RightAsk may suspend or terminate your participation in the Program immediately and without prior notice if: you violate any provision of this Agreement; you engage in fraudulent, deceptive, or misleading referral practices; you make false or misleading claims about RightAsk; you use prohibited promotional methods or intellectual property; your participation creates legal or reputational risk for RightAsk; you breach RightAsk's Terms of Service; or, for any other reason in our sole discretion.

Upon termination for cause involving fraud or material breach of this Agreement or applicable law, RightAsk reserves the right to withhold, reverse or terminate all Commissions.

6.3  Effect of Termination

Upon termination: (a) your referral link will be deactivated; (b) no further Commissions will accrue; (c) any authorized use of RightAsk IP shall immediately cease; (d) you must remove all RightAsk promotional materials from your channels within 2 days; and (e) this Agreement shall terminate, except for any accrued and unpaid Commissions owed and any provisions of this Agreement that by their nature should survive termination, including but not limited to Section 3 (Commissions & Payouts), Section 4 (Participant Obligations & Conduct), Section 7 (Dispute Resolution & Governing Law), and Section 8 (Additional Terms).

6.4  Commission Disputes

Notwithstanding anything herein to the contrary, if you believe a commission has been incorrectly recorded or withheld, you must raise a written dispute within 30 days of the relevant payout date by contacting support@rightask.ai, including your Reditus Partner ID, the transaction details, and the basis for your dispute. RightAsk will respond within 30 days. RightAsk's determination is final and binding in our sole discretion.

6.5  Program Changes & Discontinuation

RightAsk reserves the right to modify the Program, this Agreement or any term herein with 30 days' written notice, and to discontinue the Program in its entirety with 30 days' written notice. Earned and unpaid Commissions that accrued prior to the effective date will be honored and paid as set forth herein.

7.  Dispute Resolution & Governing Law

7.1  Informal Resolution

Before initiating formal proceedings, you agree to contact RightAsk AI at support@rightask.ai and attempt to resolve the dispute informally. RightAsk AI will make reasonable efforts to respond within 30 days.

7.2  Binding Arbitration

Any dispute arising out of or relating to this Agreement that cannot be resolved informally shall be settled by binding arbitration administered by JAMS under its Comprehensive Arbitration Rules and Procedures. The arbitration shall take place in New York, New York, and shall be conducted in English. The arbitrator’s decision shall be final and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

If 75 or more substantially similar arbitration demands are filed against RightAsk AI by claimants represented by the same or coordinated counsel within any 180-day period, JAMS’s Mass Arbitration Procedures and Guidelines (or the then-current equivalent) shall apply. The parties shall cooperate in good faith to select up to ten (10) representative “bellwether” cases to be arbitrated first. All other proceedings shall be stayed pending resolution of the bellwether cases.

7.3  Class Action Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND WE AGREE THAT ANY AND ALL DISPUTES (WHETHER BASED IN CONTRACT, STATUTE, TORT OR ANY OTHER THEORY) WILL BE RESOLVED INDIVIDUALLY, WITHOUT RESORT TO ANY FORM OF CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE ACTION. ALL CLAIMS MUST BE BROUGHT SOLELY IN A PARTY’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, CONSOLIDATED ACTION, REPRESENTATIVE ACTION OR PROCEEDING.

7.4  Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict-of-law provisions. To the extent that any claim is not subject to arbitration, you consent to the exclusive jurisdiction of the state and federal courts located in New York.

8.  Additional Terms

Confidentiality. “Confidential Information” means any non-public information disclosed by RightAsk AI to you in connection with the Program, including (without limitation) commission rates, payout schedules, Program terms not publicly posted, customer data, pricing strategies, product roadmaps, business plans, anything marked confidential, this Agreement, and any other information, data or records that by its nature is confidential or proprietary. You agree to keep all Confidential Information strictly confidential, not to disclose it to any third party, and not to use it for any purpose other than performing your obligations under this Agreement. This obligation survives termination of the Agreement.

No Exclusivity. The relationship created by this Agreement is non-exclusive. RightAsk AI may, at any time and without notice to you, engage other referral partners, affiliates, resellers, or agents on the same or different terms, and may itself market and sell its services directly. You are free to promote other products and services.

Relationship of Parties. Participants are independent contractors and are not employees, agents, joint venturers, or legal partners of RightAsk AI, LLC. Participants have no authority to bind RightAsk or make representations on its behalf.

Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, RIGHTASK AI’S TOTAL AGGREGATE LIABILITY TO ANY PARTICIPANT ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT OF COMMISSIONS ACTUALLY PAID TO SUCH PARTICIPANT IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IN NO EVENT SHALL RIGHTASK AI BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING LOSS OF PROFITS, REVENUE, GOODWILL, OR BUSINESS OPPORTUNITIES), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Indemnification. You agree to indemnify, defend, and hold harmless RightAsk AI, its affiliates, officers, directors, employees, agents, and successors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or in connection with: (a) your breach of this Agreement; (b) your participation in the Program or any promotional activities; (c) your violation of any applicable law or third-party rights (including privacy, advertising, or intellectual property laws); or (d) your misuse of RightAsk AI’s name, trademarks, or other intellectual property. RightAsk AI may, at your expense, assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate fully. You shall not settle any claim without RightAsk AI’s prior written consent.

Entire Agreement. This Agreement, together with RightAsk AI's Privacy Policy, Terms of Service, and any additional terms incorporated by reference, constitute the entire agreement between you and RightAsk with respect to the Program.

Severability. If any provision is held invalid or unenforceable, it shall be modified to the minimum extent necessary, and the remaining provisions shall continue in full force.

Waiver. Failure to enforce any provision of this Agreement shall not constitute a waiver of such right.

Assignment. You may not assign your rights under this Agreement without RightAsk's prior written consent. RightAsk may assign this Agreement in connection with a merger, acquisition, or sale of assets.

Force Majeure. RightAsk shall not be liable for failure or delay caused by circumstances beyond its reasonable control, including acts of God, cyberattacks, or third-party service outages.

Electronic Communications. We may communicate with you electronically in regard to the Program, including by email, and we may collect information related to communications between you and us. You agree that all notices, disclosures, agreements, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You agree that any time you electronically transact, agree, or consent via the Program, your action is intended as an electronic signature which binds you as if you had signed on paper.

Notices. RightAsk may provide notices via email to the address associated with your account or via in-platform notification. You may contact RightAsk at support@rightask.ai

Data Privacy. All personal information that you provide to us in connection with your use of the Program and Website is collected, stored, used, and disclosed by us in accordance with our Privacy Notice. The Privacy Notice, as may be updated by us from time to time, is hereby incorporated into this Agreement.

Warranty Disclaimer. THE PROGRAM, THE WEBSITE, ANY REFERRAL LINKS, TRACKING TECHNOLOGY, AND ALL SERVICES AND MATERIALS PROVIDED BY RIGHTASK AI ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. RIGHTASK AI EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. RIGHTASK AI DOES NOT WARRANT THAT THE PROGRAM WILL BE UNINTERRUPTED, TIMELY, ERROR-FREE, COMPLETELY SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO ADVICE OR INFORMATION OBTAINED BY YOU FROM RIGHTASK AI SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. YOUR USE OF THE PROGRAM IS ENTIRELY AT YOUR OWN RISK.

Reditus Platform. The Program is administered exclusively through the third-party platform Reditus (getreditus.com). You acknowledge that you must maintain an active account with Reditus and that your use of Reditus is governed solely by Reditus’s own terms of service, privacy policy, and other applicable rules. RightAsk AI has no control over, and assumes no responsibility or liability for, any aspect of Reditus or its services, including (without limitation) referral tracking, attribution accuracy, commission calculations, payout processing, platform availability, security, or any downtime, errors, or data issues. RightAsk AI makes no representations or warranties regarding Reditus and shall not be liable for any loss, delay, damage, or failure caused in whole or in part by Reditus. Any disputes or issues between you and Reditus must be resolved directly between you and Reditus. In the event of any conflict between this Agreement and Reditus’s terms, this Agreement governs solely as between you and RightAsk AI.

No Subcontractors. You shall not assign, delegate, subcontract, or otherwise transfer any of your rights or obligations under this Agreement to any third party without RightAsk AI’s prior written consent. Without limiting the foregoing, you agree not to permit or enable any other person or entity (including sub-affiliates, agents, contractors, or employees) to use your referral link or to promote RightAsk AI or the Program on your behalf. Your referral link is for your sole personal use only. Any breach of this section constitutes a material breach of this Agreement and may result in immediate termination of your participation and forfeiture of all Commissions, whether accrued or future.

Account Security. You are solely responsible for maintaining the confidentiality and security of your Reditus account, your RightAsk AI account (if any), your unique referral link, all passwords, API keys, and any other credentials or access methods used in connection with the Program. You accept full responsibility for all activities that occur under or through your accounts or referral link, whether authorized or not. RightAsk AI shall have no liability for any loss, damage, theft, unauthorized use, or breach resulting from your failure to secure your accounts or credentials. You agree to notify RightAsk AI immediately of any suspected unauthorized access or security breach.

Electronic Signatures. This Agreement and any amendments, notices, or related documents may be executed and delivered electronically. Your registration for the Program through Reditus, clicking “I Accept,” “Join,” or any similar button, or your continued participation in the Program constitutes a valid and binding electronic signature. Such electronic signature has the same legal force and effect as an original handwritten signature under the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN) and any applicable state laws.

Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Electronic signatures and electronic delivery (including via the Reditus platform or email) shall be deemed valid and effective for all purposes.

Audit Rights. RightAsk AI or its designee may, upon reasonable notice, audit your books, records, and promotional materials to verify compliance with this Agreement. You shall cooperate fully and provide access to relevant information.

Non-Disparagement. You agree not to make any public statements that disparage or criticize RightAsk AI, its products, or its officers/employees.

9.  Contact & Support

Program administered by Reditus. Reditus platform terms apply independently and are available at getreditus.com.

RIGHTASK AI, LLC                                PARTICIPANT

Signature: ______________                Signature: ______________

Name: _________________                Name: _________________

Title: __________________                Date: __________________

Date: __________________                Email: __________________