Yolda AI TMS Partner Agreement

← Yolda AI TMS program · You accept this agreement in the Partner Portal when you join the program.

1. About this agreement

This Yolda AI TMS Partner Agreement (the "Agreement") is between SFDIFY LLC ("SFDIFY", "we", "us") and you, the approved SFDIFY partner accepting it ("Partner", "you"). It governs how you promote Yolda AI TMS ("Yolda"), a product in the SFDIFY portfolio, and how you earn commission for doing so.

This Agreement works together with the SFDIFY Partners Terms of Service (partners.sfdify.com/terms) and Privacy Policy (partners.sfdify.com/privacy). If they conflict, this Agreement controls for everything relating to the Yolda program.

You accept this Agreement electronically in the Partner Portal. We record the version you accepted, the date and time, and your IP address. When we publish a new version, you must accept it to keep earning on new Yolda payments.

2. Definitions

• "Partner Portal" means your account at partners.sfdify.com, where your links, codes, commissions and payouts are shown.
• "Referred Customer" means a trucking company that is attributed to you under section 5.
• "Qualified Demo" means a demo that meets every condition in section 6.1.
• "Collected Revenue" means the subscription amount Yolda actually collects from a Referred Customer for a billing period, as recorded by Yolda's billing system. Failed, unpaid, refunded or charged-back amounts are not Collected Revenue.
• "Monthly Plan" and "Annual Plan" mean a Yolda subscription billed every month, or billed once a year in advance, respectively.
• "Paid Month" means a billing period for which Yolda receives Collected Revenue from a Referred Customer. The Referred Customer's first such period is Paid Month 1. Each annual payment on an Annual Plan counts as 12 Paid Months.
• "Hold Period" means the time after a commission is earned during which it stays pending before it can be paid: 60 days for the first-month commission in section 6.2 and the annual-plan commission in section 6.4, and 45 days for every other commission.

3. Joining the Yolda program

• You must hold an approved, active SFDIFY partner account and be 18 or older.
• Yolda approval is manual. We review your audience and promotion plan, usually within 2 to 3 business days, and may approve or decline at our discretion.
• One partner account per person or company. Team members you invite act under your account, and you are responsible for what they do.

4. Your referral tools

You may promote Yolda only with the tracking links, referral codes and creative materials issued to you in the Partner Portal. You may add campaign and Sub-ID labels to your links to track your own channels. Do not alter, mask or redirect your links in a way that hides where a visitor came from.

5. Attribution

5.1 Last click, 90 days. When a company clicks your link and becomes a paying Yolda customer within 90 days of that click, it is attributed to you. If several partners' links were clicked, the most recent click within the 90 days wins.

5.2 Codes and direct links. If a company signs up with your referral code, or through a link tied directly to your partner account, that attribution takes priority over a click.

5.3 The account stays yours. Once a company is attributed to you, it stays attributed to you for the life of this Agreement, even if it later changes devices or browsers. Another partner's later click does not move it.

5.4 Records. Attribution is determined from SFDIFY's tracking records and Yolda's billing records. Purchases that cannot be traced to your links or code are not attributed to you. If you believe a customer was attributed incorrectly, contact Support through the Partner Portal and we will review the records.

6. Commissions

6.1 Qualified demo reward: $50. You earn a one-time $50 when a company you referred completes a demo with Yolda and SFDIFY approves it as a Qualified Demo. All of the following must be true:

• the company operates 3 or more trucks;
• the demo actually takes place (a booked demo that does not happen does not qualify);
• the company is unique (not already a Yolda customer or lead, and not a duplicate); and
• the lead is genuine and valid, as reviewed and approved by SFDIFY.

The demo reward is paid once per company.

6.2 First month: 100% (Monthly Plans). You earn 100% of the Collected Revenue for a Referred Customer's Paid Month 1 on a Monthly Plan. This commission has a 60-day Hold Period (section 7.1).

6.3 Recurring: 20% for months 2 to 12 (Monthly Plans). You earn 20% of the Collected Revenue for each of the Referred Customer's Paid Months 2 through 12 on a Monthly Plan. Recurring commission ends after Paid Month 12. No commission is earned on Paid Month 13 or later, regardless of how many new customers you refer.

6.4 Annual Plans: 15%, one time. When a Referred Customer pays for an Annual Plan, you earn a one-time commission of 15% of the Collected Revenue of their first annual payment. This commission has a 60-day Hold Period (section 7.1). On an Annual Plan:

• no first-month commission (section 6.2) and no recurring commission (section 6.3) is earned;
• no commission is earned on any later annual payment (renewal); and
• the annual-plan commission is earned once per Referred Customer.

If a Referred Customer on a Monthly Plan moves to an Annual Plan, you earn the one-time 15% on their first annual payment, and no recurring commission is earned after that. Commissions already earned on their Monthly Plan payments are not affected.

6.5 Tier increases. If your partner tier is Gold or Platinum when a recurring commission is earned, your recurring rate in section 6.3 increases by 2 or 5 percentage points respectively. This does not extend recurring commission beyond Paid Month 12, and does not apply to the annual-plan commission in section 6.4. Tier requirements are shown in the Partner Portal.

6.6 Customer Success. You do not need to run the demo or close the sale. SFDIFY's Customer Success team may contact, demo and close any company you refer. You still earn the commissions above if attribution holds under section 5.

6.7 When commission is not earned. No commission is earned:

• on payments that are not Collected Revenue, including failed payments;
• on payments collected while your partner account is suspended or inactive;
• on your own company's subscription, or on any company you or your team own or control (self-referral); or
• on activity that breaches section 9 or that we reasonably determine to be fraudulent.

6.8 Custom terms. Any rate different from this section applies only if it is shown in your Partner Portal or agreed with SFDIFY in writing.

7. Hold, reversals and adjustments

7.1 Hold. Every commission is pending for its Hold Period after it is earned: 60 days for the first-month commission in section 6.2 and the annual-plan commission in section 6.4, and 45 days for qualified demo rewards and recurring commissions. After the Hold Period it becomes approved and payable.

7.2 Refunds and chargebacks. If Yolda refunds a payment, or the payment is charged back or found to be fraudulent, the related commission is reversed. If the commission has not been paid yet, it is cancelled. If it has already been paid, the amount becomes a negative adjustment that is deducted from your future earnings.

7.3 Errors. We may correct commissions created in error, and will show any correction in your Partner Portal.

8. Payouts

• Payouts are made monthly, at the end of each month, through Stripe Connect to the account you connect in the Partner Portal. You must complete Stripe's verification before you can be paid.
• The minimum payout is $100. If your approved balance is below the minimum, it carries over to the next month.
• Payouts are held while your account is suspended, while payouts are frozen for a review, or until your Stripe verification is complete.
• If a payout fails, we will notify you and retry.
• You are responsible for any taxes on your earnings, and for providing any tax information Stripe or SFDIFY reasonably requests.

9. Marketing standards

You agree to promote Yolda honestly and lawfully. In particular:

• Disclose your relationship clearly. Tell your audience that you may earn a commission when you recommend Yolda, as the FTC Endorsement Guides and similar laws require.
• Make only accurate claims. Describe Yolda's features, pricing and results truthfully. Do not promise discounts, prices or outcomes that Yolda does not offer.
• Paid search. You may run paid ads on generic keywords, such as "trucking management software". You may not bid on SFDIFY brand names, including Yolda, or use them in ad copy or display URLs in a way that suggests you are SFDIFY or Yolda.
• No impersonation. Do not present yourself as SFDIFY or Yolda, or use official-looking domains, social media accounts or profile names.
• No spam. Follow anti-spam and telemarketing laws, including CAN-SPAM and the TCPA, when you email, call or text trucking companies. Do not send unsolicited bulk messages.
• No self-referrals or manufactured traffic. No cookie stuffing, forced clicks, incentivized sign-ups that are not real interest, fake accounts, or traffic you buy to trigger attribution.

10. Leads and the customer relationship

You do not own the leads you refer. Referred companies become Yolda customers under Yolda's own terms and pricing, and their contract is with Yolda, not with you. Do not collect payments from customers, sign contracts on Yolda's behalf, or make commitments about service, support or pricing.

11. Brand assets

We grant you a limited, non-exclusive, revocable, non-transferable license to use the Yolda and SFDIFY names, logos and the materials in the Creative Library, unmodified, solely to promote Yolda under this Agreement. All rights in them stay with SFDIFY. You must stop using them, and remove them where you control them, if we ask or when this Agreement ends.

12. Data and privacy

Follow applicable privacy laws when you collect or share information about companies you refer, and only share what is needed to make a referral. We handle partner and referral data as described in the SFDIFY Partners Privacy Policy. The Partner Portal shows you limited information about your Referred Customers so you can track your commissions. Do not use it for any other purpose.

13. Compliance and enforcement

We monitor partner activity for fraud and for breaches of this Agreement. Depending on how serious an issue is, we may:

• issue a warning or a strike (three strikes lead to suspension);
• freeze payouts while we review your account;
• reverse affected commissions; or
• suspend or remove you from the Yolda program or the SFDIFY Partner Program.

We will tell you the reason for any action we take, through the Partner Portal or by email.

14. Changes to this agreement

We may update this Agreement by publishing a new version in the Partner Portal and notifying you. A new version applies to commissions on payments collected after it takes effect. Commissions you have already earned are not reduced by a later version. If you do not accept a new version, you stop earning on new Yolda payments until you do.

15. Term and termination

This Agreement starts when you accept it and continues until either of us ends it. You may leave the Yolda program at any time by contacting Support. We may end your participation at any time, with or without cause. Approved commissions earned before termination remain payable under section 8, except commissions affected by fraud or a material breach of this Agreement. Sections 7, 10, 11, 16, 17 and 18 survive termination.

16. Relationship

You are an independent contractor. Nothing in this Agreement creates an employment, agency, partnership or joint-venture relationship, and you may not bind SFDIFY or Yolda. Participation is non-exclusive for both of us.

17. Liability and indemnity

The program, the Partner Portal and all tracking are provided "as is". To the extent permitted by law, SFDIFY is not liable for indirect, incidental or consequential losses, or for lost profits, and our total liability to you is limited to the commissions paid or owed to you in the three months before the claim. You will indemnify SFDIFY against third-party claims arising from your marketing or your breach of this Agreement.

18. General

• Governing law. This Agreement is governed by the laws of the State of Illinois, and disputes will be resolved in the state or federal courts located in Illinois.
• Entire agreement. This Agreement, together with the Terms of Service and Privacy Policy, is the entire agreement about the Yolda program and replaces earlier versions.
• Severability. If any part is unenforceable, the rest stays in effect.
• Assignment. You may not transfer this Agreement without our written consent. We may transfer it as part of a reorganization, merger or sale.
• Notices. We send notices through the Partner Portal and to your account email. You can reach us at info@sfdify.com.