Referral Partner Terms & Conditions - Vendor Insurance Compliance Training

VeriCert Referral Partner Program

Terms and Conditions

Effective Date: October 2026

Version: 1.0

Program Administrator: VeriCert LLC

1. Program Overview

The VeriCert Referral Partner Program ("Program") is administered by VeriCert LLC, including training programs offered under VeriCert Academy ("VeriCert," "we," "us," or "our").

The Program allows approved businesses and organizations throughout the United States to earn referral commissions by promoting eligible VeriCert Academy online training programs.

Participation is voluntary and subject to these Referral Partner Program Terms and Conditions ("Terms").

Submission of an application does not guarantee acceptance into the Program. VeriCert reserves the right to approve or decline applicants at its discretion, consistent with applicable law.

Formal written approval by VeriCert LLC is required before an organization becomes an authorized Referral Partner.

2. Eligible Referral Partners

The Program is designed for businesses and organizations serving contractors, subcontractors, property managers, construction professionals, and related industries.

Eligible partners may include:

- Commercial insurance agencies and brokerages

- Contractor licensing schools and educational organizations

- Property management companies

- Construction industry and trade associations

- Business consultants and professional service organizations

- Other businesses approved by VeriCert

Applicants must provide accurate business information, identify an authorized representative, and accept these Terms.

VeriCert may request additional documentation to verify a business's identity, qualifications, or eligibility.

Approval is specific to the organization identified in the application and may not be transferred to another individual, business, or affiliated entity without VeriCert's prior written consent.

3. Referral Activities and Promotion

Approved Referral Partners may promote eligible VeriCert training programs through their websites, newsletters, social media accounts, educational resources, client communications, and other lawful promotional channels.

Referral Partners are not required to submit individual customer names, contact lists, or sales leads to participate.

Referral Partners may independently determine how to promote VeriCert training, provided their activities comply with these Terms and applicable laws.

Referral Partners are responsible for their own promotional expenses unless otherwise agreed in writing.

Participation is non-exclusive. Neither party is obligated to generate or accept any minimum number of referrals or purchases.

Referral Partners may not appoint sub-affiliates or transfer their promotional rights to another organization without prior written authorization from VeriCert.

4. Referral Tracking, Attribution, and Partner Authorization

VeriCert may provide approved Referral Partners with unique referral links, promotional codes, or other tracking methods.

Customers may also identify a Referral Partner during enrollment or checkout by responding to a referral-source question, such as "How did you hear about VeriCert Academy?"

A purchase may qualify for referral credit when VeriCert can reasonably verify that it resulted from the promotional activities of an approved Referral Partner.

VeriCert will consider available tracking records, referral codes, customer-provided information, and other relevant documentation when determining attribution.

Important Partner Authorization Requirement

VeriCert's online training and payment platform may automatically generate affiliate identification numbers, referral links, tracking records, or commission calculations for individuals or contacts using the platform.

The existence of an automatically generated affiliate ID, referral link, dashboard, or commission record does not constitute acceptance into the VeriCert Referral Partner Program.

Only organizations that have submitted the required application, accepted these Terms, and received formal approval from VeriCert LLC are eligible to receive referral compensation.

Automatically generated or recorded commissions associated with unapproved individuals or organizations do not create a contractual right to payment.

VeriCert reserves the right to review, verify, and reconcile all referral activity against its official records of approved Referral Partners before issuing commissions.

Attribution and Disputes

Only one Referral Partner will receive compensation for a particular qualifying purchase unless VeriCert agrees otherwise in writing.

VeriCert will review competing or disputed attribution claims in good faith. Commissions cannot be guaranteed for transactions that cannot reasonably be attributed to an approved Referral Partner.

Referral Partners may report suspected tracking errors within thirty (30) days of receiving the applicable commission statement or payment notification.

5. Referral Commission

Approved Referral Partners are eligible to receive a 30% referral commission on qualifying purchases of eligible VeriCert Academy training programs.

Commissions are calculated using the actual training purchase amount received and retained by VeriCert, excluding sales taxes, discounts, refunds, chargebacks, and canceled transactions.

Standard Course Commission Example

For a qualifying enrollment purchased at the full course price of $149.00:

- Course Purchase Price: $149.00

- Referral Commission: 30%

- Commission Earned: $44.70

- Amount Retained by VeriCert Before Expenses: $104.30

Ordinary credit-card or payment-processing fees incurred by VeriCert will not reduce the referral commission calculation unless a separate written agreement expressly provides otherwise.

When a course is purchased at an approved discounted price, the 30% commission will be calculated using the actual eligible purchase amount paid, excluding applicable sales taxes.

Commissions apply to qualifying initial purchases attributed to the Referral Partner.

Future purchases, additional enrollments, renewals, or separate corporate training arrangements are not automatically commissionable unless expressly approved by VeriCert in writing.

VeriCert may establish separate written commission arrangements for group enrollments, corporate training purchases, or special promotional programs.

Referral commissions relate exclusively to eligible educational training purchases and do not constitute compensation for selling, soliciting, negotiating, or placing insurance policies.

6. Qualifying Purchases

A purchase qualifies for referral compensation when all the following conditions have been satisfied:

1. The Referral Partner has received formal VeriCert approval and is active in the Program at the time of the qualifying purchase.

2. The purchase involves an eligible VeriCert training product.

3. The purchase is reasonably attributable to the approved Referral Partner.

4. VeriCert has successfully received payment.

5. The applicable refund eligibility period has expired without a disqualifying refund.

6. The required thirty (30) day commission holding period has expired.

7. The purchase is not fraudulent, canceled, or subject to an unresolved payment dispute.

8. The Referral Partner has complied with these Terms.

A customer inquiry, website visit, course registration without payment, or expression of interest does not independently qualify for commission.

Self-referrals, purchases made primarily to generate artificial commissions, or other manipulative transactions are prohibited unless expressly approved in writing.

VeriCert may reasonably investigate and reject transactions involving suspected fraud, duplicate attribution, unauthorized promotions, or attempts to circumvent Program requirements.

7. Refunds, Cancellations, and Chargebacks

No referral commission is earned or payable on a fully refunded, canceled, or successfully charged-back purchase.

Commissions remain pending during the applicable customer refund eligibility period and the required thirty (30) day holding period.

If a customer receives a partial refund, the commission will be adjusted to reflect the eligible purchase amount ultimately retained by VeriCert.

If a previously paid commission is associated with a transaction that is subsequently refunded or reversed, VeriCert may deduct the overpayment from future commissions or request reimbursement, subject to applicable law.

Referral Partners acknowledge that a completed sale does not guarantee an immediately payable commission.

8. Minimum Payout Threshold

Referral Partners must accumulate at least $50 in approved, payable commissions to qualify for a regular monthly payment.

Approved commission balances below $50 will automatically carry forward until the minimum payout threshold is reached.

There is no requirement that the threshold be achieved within a single calendar month.

Legitimately earned commissions do not expire solely because the minimum payout threshold has not been reached.

For example, two qualifying full-price enrollments at $149 each will generate $89.40 in referral commissions, exceeding the $50 minimum payout requirement.

Upon termination, valid unpaid commissions below the threshold will be settled in accordance with Section 17.

9. Monthly Commission Payments and Holding Period

Referral commissions will be reviewed and processed monthly.

Thirty-Day Commission Holding Period

Each qualifying purchase is subject to a thirty (30) calendar day commission holding period beginning on the date VeriCert successfully receives payment.

Commissions will not become eligible for payment until the holding period has expired and all other qualification requirements have been satisfied.

Monthly Payment Schedule

Commissions that become payable by the final day of a calendar month will generally be issued by the 15th day of the following month, provided the Referral Partner has reached the $50 minimum payout threshold.

For example, a qualifying purchase made on October 12 would complete its thirty-day holding period in November. If all payment requirements are satisfied by November 30, the commission would generally be included in the payment scheduled by December 15.

Payments may be delayed when additional verification is reasonably required because of incomplete payment information, suspected fraud, disputed transactions, refunds, chargebacks, or legal compliance requirements.

VeriCert does not guarantee the exact date that funds will become available through third-party payment providers or financial institutions.

No payment is due solely because an online platform displays an estimated, pending, or automatically generated commission.

10. Electronic Payment Methods

VeriCert issues referral commissions exclusively through approved electronic payment methods.

Available methods may include:

- ACH direct deposit

- PayPal

- Venmo

- Other electronic payment services approved by VeriCert

VeriCert does not issue paper checks or cash payments.

Referral Partners are responsible for maintaining accurate payment information and completing any required identity or tax verification.

Sensitive banking and tax information must be submitted through a secure process designated by VeriCert.

VeriCert is not responsible for delays caused by incorrect payment instructions, unavailable accounts, or third-party payment processing interruptions.

11. Taxes and Reporting

Referral Partners are solely responsible for their applicable income taxes, business taxes, and reporting obligations arising from referral compensation.

VeriCert may request a completed IRS Form W-9 or other appropriate tax documentation.

Required tax reporting forms will be issued in accordance with applicable law.

VeriCert may withhold or delay payments where necessary to comply with applicable tax reporting, withholding, or identification requirements.

Referral Partners are responsible for providing accurate legal business names, taxpayer information, and payment details.

12. Marketing Standards and Prohibited Conduct

Referral Partners must promote VeriCert training accurately, professionally, and lawfully.

Referral Partners may not:

- Make false or misleading statements about VeriCert or its training programs.

- Guarantee employment, certification, regulatory compliance, insurance coverage, or particular professional outcomes.

- Offer unauthorized discounts, refunds, incentives, or pricing arrangements.

- Present themselves as employees, agents, or authorized contractual representatives of VeriCert.

- Claim that VeriCert training is endorsed by government agencies, insurance carriers, or licensing authorities without authorization.

- Use deceptive marketing, fraudulent referrals, or unlawful unsolicited communications.

- Misrepresent customer purchases or referral attribution.

- Violate applicable advertising, privacy, or consumer protection laws.

Referral Partners must clearly disclose their commission relationship with VeriCert when required by applicable law.

Referral Partners remain responsible for ensuring their participation and promotional activities comply with applicable professional licensing requirements, contractual obligations, and industry regulations.

Organizations operating in regulated industries, including insurance agencies and brokerages, are responsible for confirming that their participation complies with any applicable regulatory restrictions, contractual obligations, or internal policies.

13. Customer Information, Referral Data, and Confidentiality

Referral Partners are not required to provide customer lists, student records, or confidential business databases to VeriCert.

Each party retains its rights in independently developed customer relationships, business contacts, and proprietary information.

Customer enrollment records, purchase histories, training accounts, and referral tracking records created and maintained by VeriCert remain under VeriCert's control, subject to applicable privacy and data protection laws.

Referral Partners do not acquire ownership or control of VeriCert customer accounts or confidential business records solely by generating a referral.

Referral Partners may not sell, disclose, distribute, misuse, or commercially exploit confidential VeriCert information.

VeriCert may provide Referral Partners with limited commission reporting information reasonably necessary to verify referral earnings. Any customer information made available through a third-party platform remains subject to confidentiality, authorized-use restrictions, and applicable law.

Referral Partners may not use customer information obtained through the Program for unrelated solicitation, resale, or unauthorized marketing.

Each party agrees to use reasonable safeguards to protect confidential information obtained through Program participation.

Any suspected unauthorized disclosure, loss, or misuse of confidential information must be reported to the affected party without undue delay.

Upon termination, Referral Partners must discontinue unauthorized use of VeriCert confidential information and return or securely delete such information upon reasonable request, except where retention is legally required.

Nothing in these Terms restricts privacy rights that individuals possess under applicable law.

14. Intellectual Property

All VeriCert course materials, training videos, presentations, written resources, templates, branding, logos, trademarks, website content, marketing materials, and other protected intellectual property remain the property of VeriCert LLC or their respective licensors.

Approved Referral Partners receive a limited, revocable, non-exclusive, non-transferable permission to use promotional materials specifically authorized by VeriCert for Program purposes.

Referral Partners may not:

- Copy, reproduce, distribute, sell, or sublicense VeriCert course materials.

- Rebrand or claim ownership of VeriCert training content.

- Create unauthorized commercial training products derived from protected VeriCert materials.

- Register confusingly similar business names, website domains, or social media accounts.

- Use VeriCert branding in a manner that falsely implies employment, ownership, partnership, or official representation.

- Transfer VeriCert confidential information or proprietary business records to competing organizations.

Partners retain rights in independently created materials that do not infringe VeriCert's intellectual property.

All permissions to use VeriCert branding and promotional materials terminate when Program participation ends unless otherwise authorized in writing.

15. Indemnification and Hold Harmless

To the extent permitted by applicable law, Referral Partners agree to defend, indemnify, and hold harmless VeriCert LLC, its owners, officers, employees, contractors, and authorized representatives against third-party claims, liabilities, damages, losses, and reasonable legal expenses to the extent caused by:

1. A material breach of these Terms by the Referral Partner.

2. False, misleading, fraudulent, or unauthorized representations.

3. Unlawful advertising, marketing, or solicitation.

4. The Referral Partner's negligence, willful misconduct, or violation of applicable laws.

5. Unauthorized collection, disclosure, or misuse of confidential information or personal data.

6. Intellectual property infringement or misappropriation.

7. Unauthorized contractual promises, representations, or commitments made on behalf of VeriCert.

This obligation does not apply to the extent claims or losses are caused by VeriCert's own negligence, willful misconduct, unlawful conduct, or material breach of its obligations.

VeriCert will provide reasonably prompt notice of an indemnifiable claim and reasonable cooperation in its defense.

The party responsible for defending a claim may retain qualified legal counsel, subject to reasonable safeguards for conflicts of interest.

A settlement that imposes an admission, nonmonetary obligation, or unreimbursed liability on the other party requires that party's prior written consent, which shall not be unreasonably withheld.

These obligations survive termination with respect to conduct occurring during participation.

16. Independent Business Relationship

Referral Partners operate as independent third parties.

Participation does not establish an employer-employee relationship, agency relationship, partnership, franchise, or joint venture with VeriCert.

Referral Partners have no authority to bind VeriCert to contracts, make guarantees, incur obligations, or otherwise represent themselves as authorized agents of VeriCert.

Each Referral Partner is responsible for its own operations, business expenses, taxes, legal obligations, and applicable licensing requirements.

Nothing in the Program grants authority to conduct regulated insurance transactions on behalf of VeriCert.

Referral Partners are not authorized to provide legal advice, make insurance coverage determinations, or represent that VeriCert training guarantees compliance with any insurance, contractual, or regulatory requirement.

17. Program Modification, Suspension, and Termination

VeriCert may modify, suspend, or discontinue the Program upon reasonable notice, subject to applicable law.

Material changes to commission rates or qualification requirements will apply prospectively and will not retroactively reduce commissions already earned.

Referral Partners may withdraw from the Program by providing written notice.

VeriCert may suspend or terminate participation for fraud, material violations of these Terms, unlawful conduct, or other legitimate business reasons.

Valid commissions earned before termination remain payable, subject to refunds, chargebacks, verification, the applicable holding period, and legal requirements.

Valid remaining commissions below the ordinary minimum threshold will be settled within sixty (60) days following termination, or as soon thereafter as any required transaction review, holding period, and payment verification have been completed.

No additional commissions accrue for purchases occurring after termination unless expressly agreed in writing.

Upon termination, Referral Partners must discontinue use of official VeriCert referral links, proprietary promotional materials, and branding, except where otherwise authorized.

18. Limitation of Liability

To the extent permitted by applicable law, VeriCert shall not be liable to Referral Partners for indirect, incidental, special, consequential, or punitive damages arising from participation in the Program.

Nothing in these Terms limits liability that cannot legally be excluded or restricted.

VeriCert does not guarantee any minimum number of customers, referrals, purchases, or commission earnings.

VeriCert is not responsible for a Referral Partner's independent operating expenses, marketing expenditures, or anticipated revenues.

19. Nationwide Participation and Governing Law

The Program is intended for approved Referral Partners operating throughout the United States, subject to applicable federal and state laws.

Referral Partners are responsible for complying with laws and professional obligations applicable to their promotional activities and jurisdictions.

These Terms are governed by the laws of the State of Texas, except where mandatory applicable federal or state law requires otherwise.

20. Changes to Terms and General Provisions

VeriCert may periodically revise these Terms to reflect operational, legal, technological, or business changes.

Revised Terms will be posted on the VeriCert website with an updated effective date or version identifier.

Material changes will be communicated to active Referral Partners through reasonable means.

Changes will apply prospectively and will not retroactively eliminate valid commissions already earned under prior Terms.

Continued participation following the effective date of updated Terms constitutes acceptance where legally permitted. VeriCert may require additional affirmative acceptance for material changes.

If any provision of these Terms is determined to be unenforceable, the remaining provisions shall continue in effect to the extent permitted by law.

These Terms, together with the approved Referral Partner Application and any separately executed written Program agreement, constitute the agreement governing participation in the Program. Any conflicting terms in a separately executed agreement signed by VeriCert will control to the extent of that conflict.

21. Contact Information

Questions regarding the Program, commissions, participation, or these Terms may be directed to:

VeriCert LLC

VeriCert Academy

Texas, United States

Email: kim@vericertsolutions.com

Website: www.VericertSolutions.com

22. Acceptance of Terms and Authorized Representative Acknowledgment

Participation in the VeriCert Referral Partner Program requires submission of a completed Referral Partner Application and acceptance of these Terms by an authorized representative of the participating organization.

The application and acceptance record should identify:

- Legal name of the participating organization

- Name and title of the authorized representative

- Date of acceptance

- Version or effective date of the Terms accepted

- Signature or other legally valid indication of agreement

By signing or otherwise validly accepting the Referral Partner Application, the authorized representative acknowledges and agrees, on behalf of the participating organization, that:

1. The representative is authorized to enter into the agreement on behalf of the organization.

2. The organization has reviewed and agrees to these Terms and Conditions.

3. Participation is subject to formal approval by VeriCert LLC.

4. Referral commissions are payable only on qualifying purchases attributed to an approved Referral Partner.

5. The organization agrees to the confidentiality, intellectual property, indemnification, and other obligations established under these Terms.

VeriCert may maintain electronic records of applications, approvals, accepted agreement versions, and related correspondence for legitimate business, accounting, and compliance purposes.

No organization shall be considered an approved Referral Partner solely because it possesses an affiliate identification number, tracking link, or customer account associated with VeriCert's training platform.

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