This Affiliate, Referral, and Independent Contractor Agreement (“Agreement”) is entered into by and between Agent Empowerment, AgentEmp, LeadStrive LLC, Pumpkindeal Advertising LLC, and any related owners, officers, managers, employees, contractors, affiliates, payment processors, successors, assigns, brands, platforms, and related entities, collectively referred to as the “Company,” and the individual or business applying for or participating in the Company’s affiliate, referral, reseller, white-label, partner, marketing, or promotional program, referred to as the “Affiliate,” “Partner,” “Referral Partner,” “Contractor,” “you,” or “your.”
This Agreement becomes effective upon the earliest of the following: submitting a partner application, receiving an affiliate link, promoting the Company’s services, sending a referral, introducing a buyer, using Company materials, accepting payout, signing this Agreement, submitting onboarding information, or otherwise participating in the Company’s partner program.
By participating, Affiliate agrees to be legally bound by this Agreement, the Company’s Terms & Conditions, Lead Generation Agreement, buyer order terms, onboarding terms, no-refund policy, chargeback policy, privacy policies, compliance rules, and any written or electronic instructions provided by the Company.
1. PURPOSE OF AGREEMENT
The purpose of this Agreement is to define the terms under which Affiliate may refer, introduce, promote, market to, or otherwise send potential buyers to the Company for V2 ACA Opportunities, V2 ACA/Health Opportunities, V2 Verified ACA App Opportunities, ACA/Health opportunity flow, lead generation services, digital intake flow, routing services, marketing technology, white-label or reseller options, and related services.
Affiliate understands that this Agreement is for referral and promotional services only. Affiliate is not being hired as an employee and is not authorized to act as a legal representative of the Company.
2. INDEPENDENT CONTRACTOR STATUS
Affiliate is an independent contractor only.
Nothing in this Agreement creates an employment relationship, partnership, joint venture, franchise, agency, fiduciary relationship, payroll relationship, legal representative relationship, or exclusive business relationship between Affiliate and the Company.
Affiliate is not entitled to employee benefits, payroll wages, overtime, unemployment benefits, workers’ compensation, health insurance, paid time off, retirement benefits, expense reimbursement, equity, ownership, or any other employee benefit.
Affiliate has no authority to bind the Company, sign on behalf of the Company, promise terms on behalf of the Company, modify Company terms, waive Company policies, approve refunds, approve chargebacks, approve buyer exceptions, approve payouts, or represent that Affiliate speaks for the Company.
3. TAX CLASSIFICATION, W-9, 1099, AND ID VERIFICATION
Affiliate acknowledges and agrees that Affiliate is responsible for all taxes, filings, reporting, and financial obligations related to any compensation received from the Company.
Before any payout is issued, Affiliate must provide all requested tax and identity verification documents, which may include a completed and signed IRS Form W-9 for U.S. persons or entities, a completed W-8BEN or W-8BEN-E for non-U.S. persons or entities if applicable, a valid government-issued photo ID such as a driver’s license, passport, or state ID, legal name, business name if applicable, mailing address, tax identification number, banking or payout information, and any additional verification documents requested by the Company.
Affiliate understands that the Company may issue a Form 1099-NEC or other required tax reporting document when legally required.
The Company may withhold, delay, suspend, or cancel payout until Affiliate provides valid tax forms, identity verification, payout information, and any required compliance documents.
Affiliate is solely responsible for the accuracy of all tax, identity, and payout information provided to the Company.
4. COMPANY SERVICES
The Company provides marketing, technology, lead generation, digital routing, intake, CRM workflow, opportunity flow, and related services to licensed agents, agencies, call centers, recruiters, marketers, and authorized buyers.
Company services may include V2 ACA Opportunities, V2 ACA/Health Opportunities, V2 Verified ACA App Opportunities, ACA/Health digital opportunity flow, lead generation services, routing services, consumer intake workflows, marketing technology, CRM workflows, affiliate, referral, white-label, reseller access, and related marketing and technology services.
The Company may change, pause, discontinue, rename, reprice, restrict, replace, or modify any product, service, payout, offer, funnel, landing page, tracking method, or program term at any time.
5. AFFILIATE ROLE
Affiliate’s role is limited to promoting the Company’s approved offer and referring potential buyers to the Company.
Affiliate may not collect payment on behalf of the Company unless separately authorized in writing, promise refunds, credits, chargebacks, replacements, guarantees, or special exceptions, modify Company pricing, modify Company terms, negotiate buyer contract terms unless authorized in writing, claim to control fulfillment, claim to own Company systems, claim to be an employee or officer of the Company, bind the Company to any promise, represent that buyer success is guaranteed, represent that consumer enrollment is guaranteed, represent that commissions are guaranteed, or represent that buyer ROI is guaranteed.
6. NO GUARANTEE OF AFFILIATE APPROVAL
Affiliate access is not automatic. The Company may approve, reject, pause, restrict, suspend, or terminate any Affiliate at any time.
Approval may depend on buyer quality, promotional method, compliance risk, traffic source, network size, reputation, legal risk, chargeback risk, prior conduct, identity verification, and Company discretion.
7. NO GUARANTEE OF PAYOUT
Affiliate understands that no payout is guaranteed.
Affiliate may become eligible for payout only if all Company requirements are met, including buyer approval, valid referral tracking, completed buyer payment, accepted order status, compliance approval, chargeback review, refund review, and program terms.
The Company has sole discretion to determine whether a referral is valid, whether a buyer is approved, whether an opportunity is paid and accepted, and whether any payout is owed.
8. STANDARD PAYOUT STRUCTURE
Unless otherwise agreed in writing, Affiliate may be eligible to earn up to $3 per eligible paid accepted opportunity connected to an approved referred buyer.
“Paid accepted opportunity” means an opportunity that was paid for by the referred buyer, accepted by the Company as eligible, not refunded, not charged back, not disputed, not reversed, not canceled, not rejected, not fraudulent, not duplicate, not connected to non-compliant promotion, not connected to buyer breach, not connected to Affiliate breach, and not otherwise disqualified under this Agreement.
The Company may change payout rates, payout caps, payout timing, payout eligibility, or payout rules at any time.
9. PAYOUT EXAMPLES ARE NOT GUARANTEES
Any payout examples, including statements such as “100 opportunities = $300,” “500 opportunities = $15000,” “1,000 opportunities = $3,000,” or “5,000 opportunities = $15,000,” are examples only.
Affiliate may not present payout examples as guaranteed, typical, expected, or promised income.
Affiliate must clearly disclose that payouts depend on paid accepted volume, buyer approval, compliance review, chargeback review, refund review, tracking, and program terms.
10. PAYOUT TIMING AND REVIEW
The Company may pay approved payouts weekly, biweekly, monthly, or on any other schedule determined by the Company.
The Company may delay payout for any reason related to review, including chargeback risk, refund risk, buyer complaint, buyer non-payment, payment settlement delay, bank delay, processor delay, compliance review, fraud review, duplicate referral review, identity verification, tax document review, buyer onboarding review, lead acceptance review, or legal review.
Affiliate has no right to demand immediate payout while any review is pending.
11. CLAWBACKS, REVERSALS, AND OFFSET RIGHTS
If Affiliate receives payout for a transaction that is later refunded, charged back, disputed, reversed, canceled, rejected, deemed fraudulent, deemed non-compliant, or otherwise disqualified, Affiliate must repay the Company immediately.
The Company may offset any owed amount against current or future payouts.
The Company may withhold payout to cover chargebacks, refunds, processor fees, legal fees, arbitration fees, compliance costs, investigation costs, buyer complaint costs, Affiliate breach damages, or prior overpayments.
12. BUYER REFERRALS AND BUYER PURCHASES
All buyers referred by Affiliate are subject to the Company’s buyer terms, onboarding terms, lead generation agreement, order terms, payment terms, no-refund policy, chargeback waiver, compliance rules, and risk acknowledgments.
Affiliate has no authority to change or waive those terms.
If a referred buyer purchases Company leads, opportunities, services, or technology, that buyer is bound to the Company’s buyer agreement and policies.
Affiliate is not entitled to payout on buyer purchases unless the Company determines that the buyer purchase is eligible, paid, accepted, tracked, non-disputed, non-refunded, and compliant.
13. BUYER PAYMENT TERMS AND NO REFUND POLICY
Affiliate acknowledges that Company products and services may involve non-returnable digital goods, marketing costs, data processing, routing, technology, labor, onboarding, lead generation, and fulfillment work.
Affiliate must not advertise, imply, or promise that buyer purchases are refundable, risk-free, cancelable after fulfillment begins, reversible, guaranteed, or eligible for chargeback.
Affiliate must not encourage or assist any buyer in filing a chargeback, payment dispute, refund demand, bank complaint, processor complaint, or reversal.
If Affiliate causes, encourages, assists, or participates in a buyer chargeback, Affiliate may lose all payout related to that buyer and may be liable for all resulting damages, fees, losses, and legal costs.
14. BUYER PRICING
Buyer pricing is controlled by the Company.
Unless the Company states otherwise in writing, V2 ACA Opportunities may be sold at $60 per opportunity, with a minimum starting package of 50 opportunities for $3,000.
Affiliate may not advertise lower pricing, discounts, payment plans, credits, refund rights, free trials, guarantees, or special terms unless approved in writing by the Company.
15. REFERRAL TRACKING
Affiliate payout may depend on tracking links, forms, CRM attribution, buyer notes, written approval, affiliate codes, manual review, or other Company-approved tracking methods.
Affiliate is responsible for using the correct referral link, form, code, or process.
The Company is not responsible for lost tracking, blocked cookies, deleted cookies, incorrect links, browser issues, CRM issues, duplicate records, buyer errors, technical errors, or missing attribution.
The Company has final authority over attribution.
16. DUPLICATE REFERRALS
If multiple affiliates claim the same buyer, the Company has sole discretion to determine who, if anyone, receives referral credit.
The Company may consider first tracked link, first verified introduction, CRM record, sales notes, buyer confirmation, prior Company relationship, last meaningful referral, manual review, and Company discretion.
The Company may deny, split, assign, or reassign referral credit.
17. EXISTING BUYERS
Affiliate is not entitled to payout for buyers already known to the Company, already in the Company CRM, already in communication with the Company, already on a prospect list, already in a sales pipeline, previously purchased from the Company, or previously introduced to the Company unless the Company approves payout in writing.
18. SELF-REFERRALS
Affiliate may not refer themselves, their own company, related entities, family members, employees, contractors, business partners, controlled accounts, or fake buyer accounts for the purpose of receiving payout unless approved in writing.
Self-referrals, circular payments, fake accounts, controlled buyer accounts, and payout manipulation are prohibited.
19. PROHIBITED CLAIMS
Affiliate may not make any false, misleading, deceptive, exaggerated, or unauthorized claim, including guaranteed income, guaranteed payout, guaranteed commissions, guaranteed enrollments, guaranteed policies, guaranteed clients, guaranteed conversions, guaranteed ROI, guaranteed carrier approval, guaranteed subsidy, guaranteed AOR, guaranteed retention, government-approved, CMS-approved, Marketplace-approved, Healthcare.gov-approved, carrier-approved, risk-free, refund available, chargeback available, no compliance risk, no license needed, 100% qualified, 100% approved, works for everyone, works in every state, works with every carrier, or no follow-up needed.
20. APPROVED GENERAL CLAIMS
Affiliate may use approved general claims such as “V2 ACA/Health Opportunities,” “V2 Verified ACA App Opportunities,” “ACA/Health opportunity flow,” “digital ACA opportunity flow,” “for licensed agents and authorized buyers,” “Agent EMPowerment handles payment, onboarding, fulfillment, delivery, and support,” “approved partners may earn up to $3 per paid accepted opportunity,” “payouts subject to program terms,” “results vary,” “not guaranteed income,” “not guaranteed enrollments,” and “not affiliated with CMS, Healthcare.gov, Marketplace, or any government agency.”
21. ADVERTISING AND MARKETING COMPLIANCE
Affiliate is solely responsible for all advertising and marketing compliance.
Affiliate must comply with all applicable laws, rules, and platform policies, including FTC rules, TCPA, CAN-SPAM, state telemarketing laws, privacy laws, insurance advertising rules, CMS rules where applicable, Marketplace rules where applicable, Meta/Facebook policies, Google policies, TikTok policies, LinkedIn policies, YouTube policies, email platform rules, SMS platform rules, CRM platform rules, and all federal, state, and local laws.
Affiliate may not use spam, robocalls, illegal texts, unauthorized auto-dialers, fake urgency, deceptive forms, misleading opt-ins, scraped lists, purchased spam lists, unauthorized consumer data, fake testimonials, fake screenshots, fake earnings proof, government logos, carrier logos, CMS logos, Marketplace logos, Healthcare.gov logos, or third-party trademarks without authorization.
22. GOVERNMENT AND CARRIER AFFILIATION PROHIBITED
Affiliate may not imply that Affiliate, the Company, or the offer is affiliated with, endorsed by, approved by, or connected to CMS, Healthcare.gov, Marketplace, any federal exchange, any state exchange, any government agency, any insurance carrier, any FMO, IMO, NMO, or agency unless approved in writing.
23. USE OF SCREENSHOTS, PROOF, AND MATERIALS
Affiliate may only use screenshots, proof images, invoices, order examples, payout examples, creative assets, landing pages, videos, scripts, or materials approved by the Company.
Affiliate must keep private buyer information redacted.
Affiliate may not create fake screenshots, fake proof, misleading earnings proof, fake order proof, fake testimonials, or deceptive examples.
24. WHITE-LABEL AND RESELLER ACCESS
White-label or reseller access is not automatic.
Affiliate may not advertise white-label access, private-label access, reseller access, backend access, exclusive rights, master distributor rights, or fulfillment ownership unless the Company provides written approval.
If approved, white-label or reseller access may require a separate agreement.
The Company may revoke white-label or reseller access at any time for compliance, payment, legal, brand, buyer quality, or operational reasons.
25. NO SUB-AFFILIATES WITHOUT APPROVAL
Affiliate may not recruit sub-affiliates, create affiliate teams, split payouts, resell affiliate access, or allow others to promote under Affiliate’s link unless approved in writing.
Affiliate is responsible for all activity under Affiliate’s links, pages, ads, accounts, forms, tracking, or promotional materials.
26. BUYER COMMUNICATIONS
Affiliate must not interfere with the Company’s buyer onboarding, sales process, support process, payment process, compliance review, delivery workflow, or refund policy.
Affiliate may not tell buyers to bypass Company agreements, avoid onboarding, skip payment, dispute payment, pressure support, threaten chargebacks, or demand special treatment.
27. DATA PRIVACY AND SECURITY
Affiliate must comply with all data privacy and security laws.
Affiliate may not collect, store, sell, share, or misuse sensitive consumer data, protected health information, Social Security numbers, dates of birth, addresses, phone numbers, emails, NPNs, insurance data, buyer data, or Company data except as legally permitted and approved by the Company.
Affiliate must immediately notify the Company of any suspected data breach, unauthorized access, privacy complaint, consumer complaint, buyer complaint, regulator inquiry, platform warning, ad account restriction, or legal threat connected to Affiliate activity.
28. TCPA, SMS, EMAIL, AND CALLING COMPLIANCE
If Affiliate uses SMS, calls, email, voicemail drops, ringless voicemail, auto-dialing, CRM automation, or outbound outreach, Affiliate is solely responsible for legal compliance.
Affiliate must not use the Company’s name, brand, offer, or materials in illegal texts, illegal calls, spam, deceptive outreach, or non-compliant campaigns.
Affiliate agrees to indemnify the Company for any TCPA, DNC, CAN-SPAM, privacy, or telemarketing claim connected to Affiliate conduct.
29. BRAND AND INTELLECTUAL PROPERTY
All Company names, brands, logos, domains, landing pages, funnels, workflows, scripts, CRM setups, surveys, forms, questions, ad angles, creative concepts, screenshots, fulfillment methods, pricing, buyer lists, lead sources, routing methods, technology, data, processes, and business methods are confidential and proprietary.
Affiliate receives only a limited, revocable, non-exclusive, non-transferable license to use approved Company materials solely for approved promotion.
Affiliate may not copy, clone, reverse engineer, duplicate, scrape, rebuild, imitate, resell, or compete using Company intellectual property or confidential information.
30. CONFIDENTIALITY
Affiliate must keep all confidential information strictly confidential, including buyer pricing, payout rates, lead sources, ad methods, campaign methods, routing methods, technology, CRM structure, onboarding flows, internal processes, buyer lists, contract terms, dispute information, compliance documents, sales scripts, proof materials, private screenshots, customer data, business strategy, and financial information.
Confidentiality obligations survive termination.
31. NON-CIRCUMVENTION
Affiliate may not circumvent the Company by contacting Company buyers, vendors, contractors, suppliers, lead sources, employees, developers, processors, technology partners, or referral sources for the purpose of copying, bypassing, competing, stealing, redirecting, or interfering with Company business.
Affiliate may not redirect buyer payments, move buyers away from the Company, create competing offers using Company confidential information, or solicit Company buyers for competing services.
32. NON-SOLICITATION
During participation and for two years after termination, Affiliate may not knowingly solicit Company buyers, clients, vendors, employees, contractors, affiliates, developers, or partners for competing ACA opportunity flow, lead generation, insurance marketing, routing, or related services if Affiliate learned of them through the Company.
33. NO OWNERSHIP RIGHTS
Affiliate receives no ownership rights in the Company, its buyers, its customers, its data, its systems, its technology, its funnels, its ads, its lead flow, its CRM, its domains, its intellectual property, or its future revenue.
Unless a separate written agreement says otherwise, all buyers who purchase through the Company are Company customers.
34. NO LIFETIME COMMISSIONS
Affiliate is not entitled to lifetime commissions, recurring commissions, renewal commissions, future order commissions, upsell commissions, cross-sell commissions, buyer account ownership, or residual payouts unless approved in writing by the Company.
35. TERMINATION
The Company may terminate Affiliate at any time, with or without cause.
Reasons for termination may include misleading claims, unauthorized ads, buyer complaints, chargeback risk, refund risk, spam, fraud, poor traffic quality, compliance concerns, brand misuse, failure to provide W-9, failure to provide ID, platform policy violations, confidentiality breach, circumvention, non-payment, legal risk, or Company discretion.
After termination, Affiliate must immediately stop using Company materials, links, claims, screenshots, landing pages, scripts, and brand assets.
36. EFFECT OF TERMINATION
Upon termination, unpaid payouts may be withheld, reviewed, reduced, clawed back, or canceled if connected to breach, refund risk, chargeback risk, buyer complaint, non-compliance, fraud, or pending review.
Termination does not affect the Company’s rights to enforce confidentiality, non-circumvention, non-solicitation, indemnification, chargeback recovery, clawbacks, intellectual property rights, dispute resolution, or liability limitations.
37. INDEMNIFICATION
Affiliate agrees to defend, indemnify, and hold harmless the Company, its owners, officers, employees, contractors, affiliates, brands, payment processors, vendors, and technology partners from any claim, demand, loss, damage, fine, penalty, cost, investigation, chargeback, refund, legal fee, arbitration fee, settlement, or liability arising from Affiliate’s advertising, Affiliate’s claims, Affiliate’s breach of this Agreement, Affiliate’s violation of law, Affiliate’s violation of platform rules, Affiliate’s tax obligations, Affiliate’s failure to provide accurate W-9 or ID, Affiliate’s misuse of Company materials, Affiliate’s unauthorized promises, Affiliate’s buyer communications, Affiliate’s spam, calls, texts, or emails, Affiliate’s data handling, Affiliate’s fraud or misconduct, Affiliate’s sub-affiliates or contractors, buyer complaints caused by Affiliate, or refunds or chargebacks caused by Affiliate.
38. LIMITATION OF LIABILITY
To the maximum extent permitted by law, the Company shall not be liable to Affiliate for indirect, incidental, consequential, special, punitive, exemplary, lost-profit, lost-revenue, lost-business, reputational, advertising, platform, account restriction, opportunity loss, or future earning damages.
The Company’s maximum liability to Affiliate, if any, shall not exceed the unpaid approved payout owed to Affiliate for eligible paid accepted opportunities during the thirty days before the claim arose.
39. NO WARRANTY
The program is provided “as is” and “as available.”
The Company makes no warranty that the program will continue, that buyers will purchase, that buyers will be approved, that tracking will always work, that payouts will occur, that ads will perform, that platforms will approve ads, or that Affiliate will earn income.
40. FORCE MAJEURE
The Company is not liable for delays, failures, or losses caused by events outside its reasonable control, including ad platform changes, payment processor issues, banking issues, technology outages, CRM outages, government actions, regulatory changes, carrier changes, Marketplace changes, CMS changes, data provider issues, labor issues, natural disasters, cyberattacks, or other disruptions.
41. DISPUTE RESOLUTION AND ARBITRATION
Any dispute, claim, or controversy arising out of or related to this Agreement, Affiliate participation, payouts, referrals, buyer disputes, chargebacks, refunds, or Company services shall be resolved through binding arbitration under the rules of the American Arbitration Association.
Unless prohibited by law, arbitration shall occur in Harris County, Texas.
Affiliate waives the right to a jury trial and waives the right to participate in a class action, collective action, or representative action against the Company.
42. GOVERNING LAW
This Agreement shall be governed by the laws of the State of Texas, without regard to conflict-of-law principles.
43. ATTORNEYS’ FEES
If the Company is required to enforce this Agreement, defend against Affiliate claims, pursue chargeback recovery, pursue clawbacks, respond to legal threats caused by Affiliate, or collect amounts owed, Affiliate agrees to pay the Company’s reasonable attorneys’ fees, arbitration fees, collection costs, investigation costs, and enforcement costs to the maximum extent permitted by law.
44. MODIFICATION OF AGREEMENT
The Company may update, modify, replace, or supplement this Agreement at any time.
Continued participation after notice, publication, email, dashboard update, or continued use of affiliate links constitutes acceptance of updated terms.
45. ELECTRONIC ACCEPTANCE
Affiliate agrees that electronic signatures, checkbox acceptance, form submissions, email confirmation, text confirmation, onboarding submissions, affiliate link usage, or continued participation constitute legally binding acceptance.
46. SEVERABILITY
If any provision of this Agreement is found unenforceable, the remaining provisions shall remain in full force. Any unenforceable provision shall be modified to the maximum enforceable extent.
47. ENTIRE AGREEMENT
This Agreement, together with the Company’s Terms & Conditions, Lead Generation Agreement, buyer order terms, onboarding terms, no-refund policy, chargeback policy, privacy terms, and written program instructions, constitutes the entire agreement between Affiliate and the Company regarding Affiliate participation.
48. AFFILIATE ACKNOWLEDGMENT
Affiliate acknowledges and agrees that Affiliate is an independent contractor, not an employee; Affiliate is responsible for all taxes and may receive a 1099 if legally required; Affiliate must provide a completed W-9 or applicable tax form before payout; Affiliate must provide valid government ID, such as a driver’s license, if requested; Affiliate is not guaranteed payout; Affiliate is not guaranteed income; Affiliate may only earn on eligible paid accepted opportunities; Affiliate may lose payout for refunds, chargebacks, disputes, fraud, or non-compliance; Affiliate may not promise refunds, guarantees, enrollments, commissions, or buyer success; Affiliate may not claim government, CMS, Marketplace, Healthcare.gov, or carrier affiliation; Affiliate must comply with all advertising, privacy, telemarketing, TCPA, platform, and insurance marketing rules; Affiliate must protect Company confidential information; Affiliate must not copy, compete with, or circumvent the Company; and Affiliate accepts this Agreement voluntarily and has had the opportunity to seek independent legal advice.