1. Who these terms apply to

These Partner Program Terms (“Partner Terms”) apply to any individual or entity (“Partner,” “you”) who joins a partner program offered by a merchant using Apex, Inc.'s growth platform (“Apex,” “we,” “us”). The merchant offering the specific program is referred to as the “Merchant.”

These terms govern the relationship between you, the Merchant, and Apex — including how you earn commissions, how you get paid, and what you can and can't do to promote the Merchant's products.

By joining a Merchant's program and clicking “I accept,” you agree to these terms. If you don't agree, don't join the program.

2. Apex's role vs. the Merchant's role

Apex provides the technology platform. The Merchant sets the commission structure, approves or rejects your conversions, and is the party paying you. Apex facilitates the payout via Stripe Connect but is not the payor of record.

Specifically:

The Merchant defines the commission rate, eligible events, and cookie windows.
The Merchant is responsible for approving conversions and authorizing payouts.
Apex routes approved payouts through Stripe Connect. Stripe, Inc. is the money-transmitter of record.
Apex may charge the Merchant a platform fee; this does not reduce your earned commission unless the Merchant has disclosed an alternate arrangement.

3. Eligibility

To join any Merchant's program on Apex you must:

Be at least 18 years old (or the age of majority in your jurisdiction).
Have the legal capacity to enter into binding agreements.
Not be prohibited from doing business in the United States under OFAC sanctions.
Complete Stripe Connect onboarding, including identity verification and tax-form collection (W-9 for US persons, W-8BEN for non-US persons).

4. Stripe Connect and payouts

To receive payouts, you must establish a Stripe Connect Express account through the Apex platform. By doing so, you agree to the Stripe Connected Account Agreement and the Stripe Privacy Policy.

Stripe is responsible for identity verification, tax form issuance (1099-K, 1099-NEC, and applicable international equivalents), OFAC sanctions screening, and transmitting funds to your bank account or debit card.

Payout timing and fees:

Standard payouts settle within 2 US business days via ACH.
Instant payouts settle within minutes to an eligible debit card. Fee: 1% of the payout amount or $0.50, whichever is greater. The fee is deducted from the payout at your election.
Apex payout processing fee: the then-current rate shown on your payout record. The posted rate is 2% of each payout plus a $0.50 service fee per transfer, unless the Merchant’s Order Form or workspace setting sets a different rate.
Minimum payout: $100 per payout. Amounts below this accumulate until the threshold is met. You may still elect an instant payout on any accumulated balance above $1.00 if your account supports it.

Example: on a $500 commission payout, the Apex platform fee is $10.50 (2% × $500 + $0.50). You receive $489.50. Stripe's own network fees are absorbed by Apex on standard payouts. On instant payouts, Stripe's instant-payout fee is deducted from your payout as above.

5. Commissions and reversals

Commissions are earned when an action you refer meets one of the Merchant's qualifying event definitions. A program may define multiple commission rules covering different events (e.g. a flat CPA on installs, a revenue share on purchases, and a recurring percentage on subscription renewals). Each rule fires independently when its event occurs. Commissions begin as “pending” and transition to “approved” once the Merchant has validated them.

Recurring subscription commissions: if a program includes a subscription renewal rule, you earn a commission on each renewal of a subscription originally attributed to you, subject to any maximum credit cap set by the Merchant. When a subscription is cancelled or the cap is reached, no further renewal commissions accrue.

Coupon code attribution: if the Merchant assigns you a coupon or promo code, conversions where a customer uses your code at checkout are attributed to you, with or without a prior link click.

Reversals: if a refund, chargeback, or fraud indicator is detected within 30 days of an approved conversion, Apex reserves the right to reverse the associated commission and deduct it from subsequent payouts. Once 30 days has passed from approval, the commission is final unless you breach these terms.

If your balance goes negative after reversals, Apex may deduct the owed amount from future earned commissions. If you leave the program with a negative balance, Apex may pursue collection through Stripe or standard commercial means.

6. Acceptable promotion

You may promote the Merchant's products through any lawful means, including:

Your own website, newsletter, or social media.
Paid advertising on channels where the Merchant permits it.
Content reviews, tutorials, and honest recommendations.

You may NOT:

Make false or misleading claims about the Merchant's product.
Bid on the Merchant's trademarked brand terms in paid search without explicit permission.
Use spam, bot traffic, cookie stuffing, or any manipulated-click scheme.
Present yourself as the Merchant or an Apex employee.
Promote the Merchant on sites that violate US law or FTC disclosure rules.
Fail to disclose the partner relationship in a manner consistent with applicable law, including the FTC's Endorsement Guides.

Violation of these rules may result in reversal of pending commissions, termination from the program, and in cases of fraud, account disablement across all Merchant programs on Apex.

7. Apex's own partner program

Apex operates its own partner program in which any partner on the Apex platform may be invited to promote Apex itself. Participation in a Merchant's program does not enroll you in Apex's program — you choose separately — but Apex may contact you with an invitation through the email you provided during onboarding.

You may opt out of Apex's marketing communications at any time via the unsubscribe link in our emails or by emailing privacy@apex.inc.

8. Discoverability and cross-merchant invites

During partner onboarding you choose one of three discoverability levels:

Private: only Merchants you actively work with can see your profile.
Invite-only: other Merchants may invite you to join their programs, but your profile is not browsable in a directory.
Public: your profile appears in the Apex partner directory where any Merchant can find and invite you.

You may change this setting at any time in your account dashboard. Changes apply prospectively — any invites already sent under a prior setting remain valid.

9. Taxes

You are responsible for all tax obligations on the commissions you earn. Stripe will issue the appropriate tax form (1099-K or 1099-NEC in the US; applicable equivalents internationally) when required by law. Apex does not withhold taxes from your payouts unless required to do so by applicable law.

10. Termination

Either you, the Merchant, or Apex may terminate your participation in a Merchant's program at any time with or without cause. Upon termination:

Pending conversions remain subject to the Merchant's approval process.
Approved conversions are paid out according to the normal schedule.
Your Stripe Connect account remains active for any other Merchant programs you participate in.

Apex may terminate immediately and without liability for fraud, breach of these terms, or inclusion on any sanctions list.

11. No warranty; limitation of liability

The Apex platform is provided “as is.” Apex makes no warranty that the platform will be uninterrupted, error-free, or that commission tracking will be perfectly accurate in every case. Apex's total liability to you under these terms is limited to the amount of commissions Apex has facilitated payout of on your behalf in the 12 months preceding the claim, or $100, whichever is greater.

12. Changes to these terms

We may update these terms from time to time. If changes are material, we will email you at least 15 days before the new terms take effect. Your continued participation in any Merchant program after the effective date constitutes acceptance.

13. Governing law and disputes

These terms are governed by the laws of the State of Delaware, USA, without regard to conflict-of-law principles. Except for small-claims actions you may bring in your local court, any dispute will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The seat is Wilmington, Delaware. You and Apex waive class, collective, and representative actions. If you are an individual acting other than in a business capacity, this does not limit a right that cannot be waived under the law of your country of residence.

14. Contact

Questions? Contact legal@apex.inc. For Stripe-specific issues (bank accounts, tax forms, identity verification), contact Stripe directly via your Express dashboard.