"Advocate" means an individual or entity that submits a referral under this Program.
"Prospect" means a legal entity that (i) is not a current customer of Userology, (ii) has not been engaged in active sales discussions with Userology in the preceding six (6) months, and (iii) is otherwise unknown to Userology's sales pipeline.
"Qualified Referral" means a Prospect that executes Userology's master subscription agreement ("MSA") for an annual subscription plan with a total contract value of at least twelve thousand United States dollars (US $12 000) within six (6) months of the Advocate's introduction.
"Reward" means the honorarium payable to an Advocate in accordance with Section 4.
2.1 The Program is open to current Userology customers, advisors, agency partners and independent professionals who are at least eighteen (18) years of age and legally competent to contract.
2.2 Employees, officers and directors of Userology Inc. ("Userology"), their immediate families, and government officials are not eligible.
2.3 Advocates must confirm that participation is permitted under any applicable employer policies and local laws.
2.4 Self‑referrals and intra‑company referrals are ineligible.
3.1 To submit a referral, the Advocate must either (a) email shrey@userology.co and copy the Prospect, or (b) schedule a discovery call via Userology's designated referral booking link.
3.2 Userology will, in its sole discretion, determine whether a Prospect qualifies.
3.3 Referral ownership lasts six (6) months from the date of submission; thereafter, unconverted Prospects may be solicited by Userology without obligation to the Advocate.
4.1 The Reward equals twenty‑five percent (25 %) of the first‑year subscription fees actually paid by the Prospect, capped at fifty thousand United States dollars (US $50 000) per Qualified Referral and two‑fifty hundred thousand United States dollars (US $250 000) per Advocate per fiscal year.
4.2 Rewards are payable thirty (30) calendar days after Userology receives the Prospect's first subscription payment in full.
4.3 Rewards will be disbursed via ACH, Wise, or, at the Advocate's election, donated to a registered non‑profit in an amount equal to the Reward.
4.4 If the Prospect cancels or defaults within ninety (90) days of the effective date of the MSA, no Reward is due and any amount already paid may be clawed back.
4.5 Userology's determination of all payments is final.
5.1 The Program is intended to comply with the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, India's Prevention of Corruption Act, and analogous anti‑bribery statutes.
5.2 Advocates represent and warrant that their participation will not violate any law, regulation or contractual obligation, and agree to cooperate with Userology in any compliance review.
6.1 Rewards constitute taxable income.
6.2 For U.S. residents, Userology will issue an IRS Form 1099‑NEC for annual payments totaling six‑hundred United States dollars (US $600) or more.
6.3 Advocates are solely responsible for reporting and paying all applicable taxes.
7.1 All non‑public information disclosed by Userology is confidential and may not be shared without written consent.
7.2 Personal data will be processed in accordance with the Userology Privacy Policy.
8.1 Userology makes no representations regarding the likelihood of a Prospect entering into an agreement.
8.2 The Program is provided "as is" without warranties of any kind, express or implied.
9.1 To the maximum extent permitted by law, Userology's aggregate liability arising out of or related to the Program shall not exceed one‑hundred United States dollars (US $100).
9.2 Userology shall not be liable for indirect, incidental, consequential or exemplary damages.
The Advocate shall indemnify and hold harmless Userology from any losses, damages, liabilities, and expenses arising out of the Advocate's breach of these Terms or violation of applicable law.
Userology may amend, suspend, or terminate the Program or these Terms at any time by posting an updated version on its website or by providing thirty (30) days' written notice to Advocates. Changes will not affect pending Qualified Referrals submitted prior to the effective date of the change.
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, U.S.A., without regard to its conflict of laws principles. Any dispute shall be brought exclusively in the federal or state courts located in Wilmington, Delaware, and the parties consent to such jurisdiction.
These Terms, together with any documents incorporated by reference, constitute the entire agreement between the parties with respect to the Program and supersede all prior or contemporaneous proposals, agreements and communications.
Questions about the Program may be directed to legal@userology.co.