EMPHOS FieldLine Affiliate Agreement

Version: AGREEMENT-2026-10-13. Parties: EMPHOS Group Corporation, British Columbia, Canada ("EMPHOS"), and the approved person or entity identified in its affiliate application ("Affiliate").

1. Appointment and eligibility

EMPHOS may approve the Affiliate to refer customers for FieldLine PDF, FieldLine Planner, and an authorized bundle, in the approved countries and channels shown in the Affiliate's account. The appointment is non-exclusive. The Affiliate must have legal capacity, be at least the local age of majority, be authorized to act for any applicant entity, and satisfy approved identity, country, payment, and tax checks. Application or storefront login does not itself create an approved affiliate relationship. There is no fee or product purchase required to apply.

Approval covers only the territories and channels specified in the Affiliate's account. EMPHOS may decline or restrict an application for documented legal, payment, fraud, or suitability reasons. Affiliates must keep their legal payee, residency, service location, and account contact details accurate and promptly report changes.

2. Independent business relationship

The Affiliate operates an independent business and bears its own business expenses, except expenses expressly agreed in writing. This agreement does not authorize the Affiliate to sign customer contracts, collect customer payments, promise deployment or support commitments, change pricing, give warranties, sublicense software, or represent itself as an EMPHOS employee or Microsoft's agent. Employment and tax status depend on actual circumstances and applicable law, not solely this label. No minimum work schedule, guaranteed income, exclusivity, or employment benefit is promised.

3. Authorized offers and checkout

US reference prices are USD 199.99 for FieldLine PDF, USD 199.99 for FieldLine Planner, and USD 299.99 for an authorized both-product bundle. Actual Store prices, taxes, currencies, and availability may differ by market. Customer purchases must use EMPHOS's verified Microsoft Store offer and applicable licence terms. No bulk purchase or organizational deployment right is promised unless separately confirmed by EMPHOS in writing. An affiliate referral does not enlarge a customer's software licence.

4. Deal registration and attribution

The Affiliate must use an approved referral link or accepted customer deal registration. A registered deal identifies one customer legal entity, accepted products and purchase scope, its approved affiliate owner, and its protection expiry. Default protection is 90 days from acceptance, subject to documented extensions for active procurement. Combining unrelated customers to reach a commission tier is prohibited. Multi-entity or staged procurements need an accepted written scope.

EMPHOS verifies attribution under accepted deal records and verified paid-purchase and settlement evidence. A link click, free trial, install, quote, or unverified customer claim is insufficient. The Affiliate must not fabricate evidence or ask for customer payment credentials. Competing claims are reviewed using timestamps, accepted deal scope, introduction evidence, and customer confirmation. No earning may be credited to more than one affiliate. A website referral preference lasts 30 days, subject to lawful tracking; Microsoft's campaign attribution has its own limits and is not extended by that preference.

5. Commission schedule

For eligible paid purchases in one accepted customer deal, commission is 30% of eligible net Store receipts; 35% at 10 single-app licence equivalents; 40% at 50 equivalents; and 50% at 100 equivalents. Mixed-deal rule: a paid single-app licence counts as one equivalent; an authorized paid bundle counts as two. Thus 5, 25, and 50 bundles reach 35%, 40%, and 50%, respectively. The same entitlement may not be counted twice. There is no cap on the number of eligible sales; the rate is capped at 50%. Other unrelated deals begin at their own achieved tier.

Whole-deal rule: the achieved tier applies to all eligible purchases in that deal. Later paid purchases can generate top-ups on earlier purchases. Planned or unpaid seats do not increase the tier. Refund treatment: refunds or reversals can reduce qualifying equivalents and cause a recalculation, including reversal of top-ups. Every adjustment is disclosed on the statement.

Eligible net Store receipts mean revenue for verified attributed paid purchases actually received by EMPHOS, after Microsoft Store fees, excluding customer sales taxes collected/remitted for authorities and accounting for refunds, reversals, and chargebacks. EMPHOS will not deduct its unrelated business overhead. If a source earning is already net of Store fees, the fee is not deducted again. Rates and terms are recorded per accepted deal. Currency conversion and rounding are disclosed on the commission statement.

6. Statements and payout

The account distinguishes estimates, verified accruals, amounts awaiting Microsoft settlement, payable amounts, processing payments, and completed payments. Estimates are not vested payable balances. Payment requires verified attribution, matching funds settled to EMPHOS, completed tax/payment onboarding, legal eligibility, and expiry of the refund and risk holding conditions disclosed for the accepted deal. Undisputed eligible amounts are not held solely because a different transaction is disputed.

Payment service target: EMPHOS initiates eligible payouts within 5 business days after all release conditions are met through the payout provider and payment method approved for the Affiliate's account and country. Delivery depends on that provider and receiving bank. No immediate payment at customer checkout is promised. EMPHOS pays sender-side payout fees; receiving-bank and optional FX fees may apply as disclosed. A failed payout remains owed subject to eligibility and is not treated as completed. Unclaimed balances follow applicable law and the approved account-closure process.

EMPHOS may deduct or remit taxes only as required by law, providing applicable records. The Affiliate remains responsible for its own tax obligations and must submit only the information lawfully required for its circumstances through the approved secure process. Do not submit banking credentials or tax identifiers by ordinary email.

7. Refunds, fraud, and adjustments

Commission is not earned on free acquisitions, self-purchases or controlled-entity purchases, unauthorized transactions, fabricated purchases, or sales invalidated under the published policy. Legitimate customer refunds, reversals, and chargebacks create corresponding ledger adjustments. Where a payment was already made, EMPHOS may offset a documented overpayment against future payable commissions where lawful, notify the Affiliate, and provide a dispute route. Any direct repayment demand must be supported by a statement and reviewed for applicable law. Blanket forfeiture of legitimate unrelated earnings is not authorized by this clause.

8. Marketing standards

The Affiliate must make clear, prominent commission disclosures near recommendations and purchasing links, including in video/audio where appropriate. Suggested disclosure: "I may earn a commission if you buy through this link." The disclosure must be understandable in the audience's language and satisfy local rules. The Affiliate must use accurate approved claims and obey anti-spam, privacy, advertising, consumer protection, and procurement rules in all relevant locations. EMPHOS's templates do not grant permission to contact anyone.

No bought/scraped spam lists; misleading sender identity; fake testimonials; unsubstantiated competitor comparisons; guaranteed savings or earnings; unauthorized logo alterations; cookie stuffing; deceptive redirects; unauthorized paid brand-keyword bidding; or impersonating EMPHOS or Microsoft. Paid advertising channels require prior approval. Recruitment alone never earns a commission. The Affiliate may not offer secret benefits to a customer's employee, public official, or purchasing representative; employment/procurement approval and legal review may be required for any such participation.

9. Brand and materials

During approval, EMPHOS grants a limited, non-exclusive, revocable right to use supplied approved marketing materials only to promote authorized products under this agreement. Product and brand rights remain with their owners. The Affiliate must remove outdated or withdrawn materials within a reasonable stated deadline and cease prohibited uses promptly. Use of Microsoft trademarks follows Microsoft's applicable rules and cannot imply partnership or endorsement. Affiliate-created product claims and substantial adaptations require approval before publication.

10. Information handling and security

Both parties must use customer and affiliate information only for legitimate, disclosed purposes with appropriate lawful authority. The Affiliate must minimize shared customer data and confirm authority before registering contacts. It must not send full payment details, unrelated customer files, passwords, or identification documents to EMPHOS unless a specific lawful secure process requires them. The Affiliate protects account access, promptly reports suspected misuse, and cooperates with lawful incident response. Applicable controller/processor roles, processor contracts, and transfer mechanisms must be documented before cross-border data processing.

11. Sanctions and anti-bribery

Participation and payment are subject to applicable sanctions, export controls, provider restrictions, and anti-bribery laws. The Affiliate must not conceal sanctioned ownership, location, service activities, or payee identity. EMPHOS can suspend affected activity where reasonably necessary to comply with law or investigate substantiated risk, documenting the reason and reviewing the restriction promptly where lawful. Provider availability alone does not establish legal eligibility.

12. Disputes

Statement review period: raise a dispute within 30 days of availability, with relevant earning/deal references. EMPHOS acknowledges within 5 business days and aims to resolve within 30 days; platform delays or legal investigations can require an explained extension. The review period does not remove mandatory statutory rights or legitimate correction of accounting errors. Where practical, the parties first try good-faith discussion. Review access, evidence, and resolution are logged.

13. Changes, suspension, and termination

Either party may end participation by written notice. Commercial changes apply to future deal registrations after at least 30 days' notice. Accepted deals retain their recorded schedule, subject to law, fraud, agreed corrections, and explicit deal expiry. Serious fraud, spam, unauthorized access, or legal prohibition can justify immediate affected-account suspension. Termination stops new referral rights and brand use; it does not automatically erase legitimate eligible commissions. The termination notice describes the treatment of accepted open deals, final reconciliation, delayed Microsoft settlements, tax records, data retention, and final payments.

14. Liability and mandatory rights

Neither party warrants a particular sales volume, affiliate livelihood, or third-party platform availability.

15. Governing law, notices, and acceptance

Governing law: British Columbia and the federal laws of Canada applicable there, subject to mandatory protections and jurisdictions that cannot lawfully be excluded. EMPHOS notice contact: info@emphosgroup.com; 9398 Coote Street, Chilliwack, BC V2P 6B5, Canada.

Acceptance must identify the Affiliate/legal entity and authorized signer; provide the final agreement, schedule, and privacy notice before acceptance; record the final version/hash and UTC timestamp; and deliver a downloadable acceptance record. Marketing consent is separate, optional, and unchecked. No automatic acceptance by visiting a page.