Last updated: 3/19/2026 • Effective: 3/18/2026

Affiliate Program Terms & Conditions

Last Updated: March 18, 2026

IMPORTANT NOTICE: This Affiliate Program Agreement ("Agreement") is a legally binding contract between you and StartupBros LLC d/b/a PR Bot governing your participation in the Company's Affiliate Program. By enrolling in the Program, you acknowledge that you have read, understood, and agree to be bound by this Agreement. This Agreement supplements and is subject to the general Terms of Service. In case of conflict between this Agreement and the general Terms of Service on affiliate-specific matters, this Agreement prevails.

1. Definitions

1.1 "Affiliate" or "you" means the individual or entity accepted into the Program.

1.2 "Affiliate Link" means the unique URL assigned to you for tracking referrals.

1.3 "Commission" means the monetary compensation earned by an Affiliate for qualifying Referrals.

1.4 "Company," "we," or "us" means StartupBros LLC, a limited liability company registered in the State of Florida, United States, doing business as PR Bot and StartupBros.

1.5 "Conversion" means a qualifying action by a Referred Customer, specifically the completion of a paid subscription purchase.

1.6 "Coupon Code" means a unique discount code assigned to an Affiliate for tracking offline or non-cookie referrals.

1.7 "Customer" means any individual or entity that purchases a subscription or product through the Service.

1.8 "Net Revenue" means the gross amount received by the Company from a Customer, minus refunds, chargebacks, payment processing fees, applicable taxes, and any discounts applied.

1.9 "Program" means the Company's Affiliate Program as described in this Agreement.

1.10 "Promotional Materials" means any marketing assets, logos, banners, copy, or other content provided by the Company for use by Affiliates.

1.11 "Referral" or "Referred Customer" means a new Customer who arrives at the Service through an Affiliate Link or Coupon Code and completes a Conversion within the attribution window.

1.12 "Service" or "Platform" means the digital products, applications, and platforms operated by the Company, including but not limited to PR Bot (accessible at https://prbot.ai/) and StartupBros (accessible at https://startupbros.com/), and any successor or related properties.

1.13 "Sub-Affiliate" means an individual or entity recruited by an Affiliate into the Program through the Affiliate's own referral link.

2. Enrollment and Eligibility

2.1 To enroll in the Program, you must submit a complete application. We will evaluate your application and notify you of acceptance or rejection. We reserve the right to reject any application in our sole discretion without obligation to provide a reason.

2.2 To be eligible for the Program, you must:

• Be at least 18 years of age
• Have the legal capacity to enter into a binding contract
• Maintain a functioning website, blog, or established online presence
• Provide accurate and complete information during enrollment
• Comply with all applicable laws and regulations in your jurisdiction

2.3 You may maintain only one Affiliate account. Creating multiple accounts to circumvent Program rules or earn additional commissions is grounds for immediate termination and forfeiture of all commissions.

2.4 If you have been previously terminated from the Program for cause, you are not eligible to re-enroll without our prior written consent.

2.5 Acceptance into the Program does not guarantee any minimum level of Commissions, access to Promotional Materials, or continued participation.

3. Commission Structure

3.1 Tier 1 Commissions: You earn a 20% recurring commission on all Net Revenue from Customers you refer directly through your Affiliate Link or Coupon Code.

3.2 Tier 2 Commissions: You earn a 5% recurring commission on all Net Revenue from Customers referred by your Sub-Affiliates.

3.3 Commissions are calculated on Net Revenue. For clarity, this means the amount actually received by the Company after deducting refunds, chargebacks, Stripe processing fees, applicable taxes, and any discounts or promotional credits applied to the Customer's purchase.

3.4 Commission rates are locked at the time of Conversion. Subsequent changes to Program commission rates do not affect Commissions on existing Referred Customers.

3.5 We reserve the right to modify commission rates with at least thirty (30) days' written notice to active Affiliates. If you do not agree with the modified rates, you may terminate this Agreement within the notice period. Rate changes apply only to new Conversions occurring after the effective date of the change.

3.6 No Commissions are earned on:

• Free trials that do not convert to paid subscriptions
• Transactions that are subsequently refunded or charged back
• Your own purchases or subscriptions (see Section 14)
• Referrals attributed to fraud, manipulation, or violation of this Agreement
• Referrals occurring after termination of this Agreement

4. Payment Terms

4.1 Minimum Payout Threshold: Commissions are paid when your accrued balance reaches a minimum of $50.00 USD. Balances below this threshold carry forward to subsequent payment periods.

4.2 Payment Schedule: Payments are processed monthly for Commissions that have cleared the holding period described in Section 4.3.

4.3 Holding Period: All Commissions are subject to a thirty (30) day holding period from the date of the initial Customer payment. This period allows for refund processing, chargeback resolution, and fraud detection. Commissions become eligible for payout only after the holding period has elapsed.

4.4 Payment Method: Payments are made exclusively through Stripe Connect. You must maintain an active, fully onboarded Stripe Connect account in good standing to receive payments. We are not responsible for payment failures caused by incomplete or inaccurate Stripe account information.

4.5 All payments are denominated and paid in United States Dollars (USD). If you are located outside the United States, you are responsible for any currency conversion fees, exchange rate differences, and bank transfer charges.

4.6 We reserve the right to withhold payment for up to ninety (90) days if we have a reasonable basis to suspect fraudulent activity, terms violations, or other irregularities associated with your account or Referrals.

5. Commission Clawback and Reversals

5.1 Commissions are subject to clawback or reversal under the following circumstances:

• Refunds: If a Referred Customer receives a full refund, the associated Commission is voided. For partial refunds, the Commission is proportionally reduced.
• Chargebacks: If a Referred Customer initiates a chargeback, the associated Commission is voided and any already-paid Commission is deducted from your future payouts.
• Subscription Cancellation Within Holding Period: If a Referred Customer cancels within the 30-day holding period, no Commission is paid.
• Fraud Detection: Commissions earned through fraudulent, deceptive, or manipulative means are subject to immediate and full clawback.

5.2 For Commissions that have already been paid, clawback amounts are deducted from your future payouts. If your account carries a negative balance at the time of termination, you agree to remit the outstanding balance within thirty (30) days of written notice.

5.3 You may dispute a clawback by submitting a written request with supporting evidence to affiliates@prbot.ai within fifteen (15) days of notification. We will review and respond within thirty (30) days.

6. Cookie Duration, Tracking, and Attribution

6.1 We use cookies and URL tracking parameters to attribute Referrals to Affiliates. The attribution cookie is valid for sixty (60) days from the date of the initial click on an Affiliate Link.

6.2 Attribution follows a last-click model. If a prospective Customer clicks multiple Affiliate Links, the last Affiliate whose link was clicked before the Conversion receives the Commission.

6.3 Coupon Code attribution takes priority over cookie-based attribution. If a Customer uses a Coupon Code at checkout, the Affiliate associated with that Coupon Code receives the Commission regardless of any existing attribution cookie.

6.4 Our tracking system data is authoritative and final for all Commission calculations. While we make commercially reasonable efforts to ensure tracking accuracy, we do not guarantee that every click or Referral will be tracked. Minor discrepancies between your tracking data and ours do not constitute a breach of this Agreement.

6.5 You acknowledge that certain end-user privacy settings, ad blockers, cookie consent mechanisms, and browser features may prevent or limit tracking functionality. The Company is not liable for lost Commissions resulting from end-user privacy choices.

7. Promotional Methods and Restrictions

7.1 Permitted Methods:

• Your own websites and blogs
• Social media posts (with required disclosures)
• Email marketing to your own opt-in subscriber lists
• YouTube videos and podcast episodes
• Webinars and online events
• SEO content marketing on domains you own or control
• Direct personal outreach (non-bulk, non-automated)

7.2 Prohibited Methods:

• Spam in any form, including unsolicited bulk email, SMS, social media messages, or forum posts
• Paid search advertising (PPC) on Company trademarks, brand terms, or misspellings thereof (see Section 11)
• Cookie stuffing, click injection, forced clicks, or any technique that generates artificial clicks or Conversions
• False, misleading, or unsubstantiated claims about the Service
• Impersonating the Company or claiming to represent, speak for, or be employed by the Company
• Creating marketing materials that could be confused with official Company communications
• Promotion on sites containing adult content, gambling, hate speech, illegal content, or content promoting violence or discrimination
• Toolbar, browser extension, or adware-based promotion
• Pop-under or deceptive interstitial advertising
• Automated messaging, chat bots, or social media automation for promotional purposes
• Purchasing email lists or sending to non-opt-in contacts
• Coupon or discount aggregator sites without prior written approval
• Incentivized clicks or sign-ups (e.g., "click here and I'll give you $5")

7.3 We reserve the right to determine, in our sole discretion, whether a promotional method violates this Agreement. If we identify a violation, we will notify you and you must cease the activity within twenty-four (24) hours. Repeated violations are grounds for immediate termination.

8. Anti-Spam Policy

8.1 You must comply with all applicable anti-spam laws, including but not limited to the United States CAN-SPAM Act, Canada's Anti-Spam Legislation (CASL), and the EU ePrivacy Directive.

8.2 When sending email communications promoting the Service, you must:

• Only email recipients who have opted in to your list
• Include accurate "From" headers and non-deceptive subject lines
• Include a visible, functioning unsubscribe mechanism
• Include your valid physical postal address or a registered P.O. Box
• Clearly identify the message as an advertisement
• Honor unsubscribe requests within ten (10) business days

8.3 The Company may be held legally liable for CAN-SPAM violations by Affiliates promoting the Service, with penalties of up to the maximum per-email civil penalty as periodically adjusted by the FTC. You agree to indemnify and hold the Company harmless from any such liability.

8.4 A single verified spam complaint is grounds for immediate suspension pending investigation. Confirmed spam activity results in termination and forfeiture of all unpaid Commissions.

9. FTC and Advertising Compliance

9.1 Disclosure Requirements: You MUST clearly and conspicuously disclose your material connection to the Company whenever you promote or endorse the Service. A "material connection" includes the receipt of Commissions, free access to the Service, performance bonuses, or any other compensation.

9.2 Disclosure Standards: Disclosures must be:

• Prominent: Visible without scrolling, not hidden in fine print, footers, or behind "read more" links
• Proximate: Placed immediately before or alongside the affiliate link or endorsement
• Clear: Written in plain language that a reasonable consumer would understand (e.g., "I earn a commission if you purchase through my link")
• Unavoidable: Visible on every page, post, or piece of content containing affiliate links, not just a single disclosure page

9.3 Platform-Specific Requirements:

• Blog posts: Disclosure at the beginning of the post, before any affiliate links
• Social media: #ad or #affiliate at the beginning of the post (not buried in hashtags). Platform-specific labels (e.g., Instagram "Paid Partnership") alone do NOT satisfy FTC requirements
• Video content: Both verbal and written disclosure at the beginning of the video
• Podcasts: Verbal disclosure before discussing the Service
• Email: Clear disclosure in the body of the email, not just in a footer

9.4 Truthfulness and Substantiation: You must not:

• Make performance claims the Company cannot substantiate
• Make income claims or guarantee specific results from using the Service
• Publish fake reviews, fabricated testimonials, or manipulated ratings
• Present atypical results as representative of what a typical user can expect
• Misrepresent features, pricing, or capabilities of the Service

9.5 International Compliance: If you promote the Service outside the United States, you must also comply with all applicable advertising and disclosure regulations in the relevant jurisdictions, including but not limited to the UK ASA/CMA guidelines, the EU Consumer Rights Directive, and the EU Digital Services Act.

9.6 Enforcement: FTC penalties for non-compliant endorsements can reach up to the maximum per-violation civil penalty as periodically adjusted by the FTC. The Company actively monitors affiliate promotional activities and reserves the right to demand removal of non-compliant content within twenty-four (24) hours. Failure to comply results in immediate termination.

10. AI-Generated Content Policy

10.1 If you use artificial intelligence tools to generate promotional content about the Service, you must:

• Disclose that the content was AI-generated or AI-assisted where required by applicable law or platform policy
• Review all AI-generated content for accuracy before publication
• Ensure AI-generated content complies with all FTC disclosure requirements (Section 9) and truthfulness standards

10.2 You must NOT:

• Use AI to generate fake testimonials, reviews, or endorsements that appear to be from real users
• Use AI-generated synthetic media (deepfakes) to simulate a person endorsing the Service without that person's explicit written consent
• Use AI to mass-produce low-quality or spammy promotional content

10.3 You remain fully responsible for all AI-generated content published under your name or on your platforms, regardless of the tool used to create it.

11. Intellectual Property and Brand Usage

11.1 Company IP Ownership: The Company retains all right, title, and interest in and to its trademarks, logos, trade names, service marks, domain names, marketing materials, software, and all other intellectual property. Nothing in this Agreement transfers any ownership rights to you.

11.2 Limited Brand License: Subject to the terms of this Agreement, the Company grants you a limited, non-exclusive, non-transferable, revocable license to use the Company's trademarks and approved Promotional Materials solely for the purpose of promoting the Service under this Agreement. This license terminates immediately upon termination of this Agreement.

11.3 Brand Usage Restrictions: You must NOT:

• Modify, alter, or create derivative works of Company logos or Promotional Materials
• Use Company trademarks in domain names, subdomains, social media handles, or community names (e.g., "prbot-deals.com," "@PRBotReviews," "startupbros-deals.com," or "@StartupBrosReviews")
• Remove or alter any copyright, trademark, or proprietary notices
• Use the Company's name, logo, or materials in any way that implies an official endorsement, partnership, or employment relationship beyond your role as an Affiliate

11.4 You may identify yourself as a "PR Bot Affiliate" or "StartupBros Affiliate" (as applicable to the brand you promote) but must NOT use terms such as "Partner," "Representative," or "Official" paired with any Company brand name, or any similar designation implying a relationship beyond that of an independent Affiliate.

11.5 Trademark Bidding Prohibition: You are expressly prohibited from:

• Bidding on "PR Bot," "PRBot," "prbot.ai," "StartupBros," "Startup Bros," "startupbros.com," or any variations or misspellings thereof in any pay-per-click (PPC) advertising platform
• Using Company trademarks in PPC ad copy or display URLs
• Running PPC ads that link directly to the Service without routing through your own content

11.6 Violation of the trademark bidding prohibition results in immediate forfeiture of all Commissions earned through the offending campaigns and may result in termination.

12. Confidentiality

12.1 "Confidential Information" means any non-public information disclosed by the Company to you in connection with the Program, including but not limited to: commission rates and structures, conversion data, Program strategies, internal tools, unreleased features, and business plans.

12.2 You agree to protect Confidential Information with the same degree of care you use to protect your own confidential information, but in no event less than a reasonable standard of care. You shall not disclose Confidential Information to any third party without the Company's prior written consent.

12.3 Confidential Information does not include information that: (a) is or becomes publicly available through no fault of yours; (b) was known to you before disclosure by the Company; (c) is received from a third party without breach of any confidentiality obligation; or (d) is independently developed by you without reference to the Confidential Information.

12.4 Confidentiality obligations survive termination of this Agreement for a period of two (2) years.

13. Data Protection and Privacy

13.1 The Company's collection and use of your personal data as an Affiliate is governed by our Privacy Policy.

13.2 Affiliate Tracking Cookies: The Company uses tracking cookies with a 60-day duration to attribute Referrals. You acknowledge that under GDPR and ePrivacy regulations, affiliate tracking cookies are not classified as "strictly necessary" and require explicit end-user consent. You are responsible for ensuring that any website you control complies with applicable cookie consent requirements.

13.3 If you are located in the European Union or European Economic Area, the transfer of personal data between you and the Company is governed by the Standard Contractual Clauses incorporated in our Data Processing Addendum.

13.4 Under the California Consumer Privacy Act (CCPA) and California Privacy Rights Act (CPRA), the sharing of referral tracking data may constitute a "sale" or "sharing" of personal information. Our Privacy Policy discloses this practice and provides California residents the right to opt out.

13.5 You agree not to collect, store, or process any personal data about Referred Customers beyond what is necessary for your promotional activities and in compliance with all applicable data protection laws.

14. Self-Referral and Fraud Prevention

14.1 Self-Referral Prohibition: You may not earn Commissions on your own purchases or subscriptions to the Service, or on purchases made by your employees, contractors, family members, or any entity you own or control. Our system automatically detects and prevents self-referrals.

14.2 Attempts to circumvent self-referral detection, including but not limited to using alternate accounts, VPNs, or third-party purchasers, constitute fraud and result in immediate termination and forfeiture of all Commissions.

14.3 The following activities constitute fraud under this Agreement:

• Generating artificial clicks, impressions, or Conversions
• Using bots, scripts, or automated tools to simulate legitimate traffic
• Misrepresenting the source or nature of referral traffic
• Manipulating tracking parameters or cookie data
• Colluding with Referred Customers to generate and subsequently cancel subscriptions
• Creating accounts solely for the purpose of earning referral Commissions

14.4 We employ automated and manual fraud detection systems. If fraud is detected or reasonably suspected, we may immediately suspend your account, withhold payments, void all associated Commissions, and terminate this Agreement without prior notice.

15. Representations and Warranties

15.1 You represent and warrant that:

• You have the full power and authority to enter into this Agreement
• This Agreement does not conflict with any other agreement to which you are a party
• All information you provide during enrollment and throughout your participation is accurate, current, and complete
• You will comply with all applicable laws, regulations, and industry standards in performing your obligations under this Agreement
• Your promotional content will not infringe upon or violate any third-party intellectual property rights, privacy rights, or other legal rights
• You own or have the legal right to operate any websites, platforms, or channels used to promote the Service

16. Disclaimer of Warranties

16.1 THE PROGRAM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

16.2 THE COMPANY DOES NOT WARRANT THAT:

• THE PROGRAM WILL OPERATE WITHOUT INTERRUPTION
• TRACKING SYSTEMS WILL CAPTURE EVERY CLICK OR CONVERSION
• YOU WILL EARN ANY MINIMUM AMOUNT OF COMMISSIONS
• THE PROGRAM WILL CONTINUE INDEFINITELY OR IN ITS CURRENT FORM

16.3 Some jurisdictions do not allow the exclusion of certain warranties. In such jurisdictions, the above exclusions apply to the maximum extent permitted by applicable law.

17. Limitation of Liability

17.1 TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE COMPANY, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE PROGRAM.

17.2 THE COMPANY'S TOTAL AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE TOTAL COMMISSIONS ACTUALLY PAID TO YOU IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED DOLLARS ($100 USD), WHICHEVER IS GREATER.

17.3 These limitations apply regardless of the legal theory on which the claim is based, whether in contract, tort (including negligence), strict liability, or otherwise, and even if the Company has been advised of the possibility of such damages.

18. Indemnification

18.1 You agree to defend, indemnify, and hold harmless the Company, its officers, directors, employees, contractors, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorney's fees) arising from:

• Your promotional activities under this Agreement
• Your violation of this Agreement
• Your violation of any law, regulation, or third-party right, including FTC regulations, CAN-SPAM, GDPR, or CCPA
• Any misrepresentation you make about the Service, the Company, or its products
• Any claim arising from content you create or publish in connection with the Program
• Any data protection or privacy violations related to your promotional activities
• Any intellectual property infringement claims arising from your content

18.2 This indemnification obligation survives the termination or expiration of this Agreement.

19. Relationship of Parties

19.1 You and the Company are independent contractors. Nothing in this Agreement creates any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties.

19.2 You have no authority to make any statements, representations, or commitments of any kind, or to take any action, that is binding on the Company.

19.3 You are solely responsible for your own business expenses, equipment, insurance, and any other costs associated with your participation in the Program.

20. Tax Reporting and Compliance

20.1 You are solely responsible for paying all applicable taxes on Commissions earned under this Agreement, including federal, state, local, and foreign income taxes, self-employment taxes, and any other applicable taxes.

20.2 U.S. Affiliates: We will issue IRS Form 1099-NEC to U.S.-based Affiliates earning $600 or more in a calendar year. You must provide accurate tax information through your Stripe Connect account, including a valid W-9.

20.3 Non-U.S. Affiliates: Non-U.S. Affiliates must provide a completed W-8BEN (for individuals) or W-8BEN-E (for entities) to verify non-U.S. tax residency and claim any applicable treaty benefits. W-8BEN forms expire every three (3) years and must be renewed. Failure to provide valid tax documentation may result in withholding at the statutory rate.

20.4 The Company is not responsible for providing tax advice. You are encouraged to consult with a qualified tax professional regarding your tax obligations.

21. Modification of Terms

21.1 The Company may modify this Agreement at any time. For material changes, we will provide at least thirty (30) days' written notice to active Affiliates via email.

21.2 If you do not agree with the modified terms, you may terminate this Agreement within the thirty (30) day notice period. Commissions earned before the termination date will be paid according to the standard payment schedule.

21.3 Your continued participation in the Program after the effective date of modified terms constitutes your acceptance of the modifications.

21.4 Notwithstanding the above, the Company may update Program policies, commission rates, and operational details separately from this legal Agreement. Such operational changes are communicated through the affiliate dashboard and take effect as specified in the notice.

22. Termination

22.1 Termination for Convenience: Either party may terminate this Agreement at any time with thirty (30) days' written notice, with or without cause.

22.2 Immediate Termination for Cause: The Company may terminate this Agreement immediately and without notice for:

• Fraud or suspected fraud
• Material breach of this Agreement
• FTC or regulatory violations
• Illegal activity or activity that exposes the Company to legal liability
• Actions that damage the Company's brand or reputation
• Spam or anti-spam policy violations
• Repeated violations after prior warning

22.3 Automatic Termination: This Agreement terminates automatically if your account remains inactive (no referral activity and no login) for twelve (12) consecutive months.

22.4 Effect of Termination: Upon termination:

• Earned Commissions above the minimum payout threshold that have cleared the holding period will be paid on the next regular payment cycle
• Pending Commissions below the minimum payout threshold are forfeited
• No new Commissions accrue after the termination date, even from Referred Customers with active attribution cookies
• Existing recurring Commissions on active Referred Customers continue to accrue through the next payout cycle following the termination date, then cease

23. Post-Termination Obligations

23.1 Upon termination, you must immediately:

• Cease all promotional activities for the Service
• Remove all Affiliate Links from your websites, emails, social media, and all other channels
• Stop using all Company trademarks, logos, and Promotional Materials
• Delete or return any Confidential Information in your possession
• Remove any content that could be confused with an ongoing affiliate relationship

23.2 The Company may, at its discretion, redirect your former Affiliate Links to the Company's website without attribution.

24. Dispute Resolution

24.1 Informal Resolution: Before initiating formal proceedings, the parties agree to attempt to resolve any dispute informally by contacting the other party and negotiating in good faith for a period of thirty (30) days.

24.2 Binding Arbitration: If informal resolution fails, any dispute arising out of or relating to this Agreement shall be resolved by binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association ("AAA"). The arbitration shall be conducted in Pinellas County, Florida. Judgment on the arbitration award may be entered in any court having jurisdiction thereof.

24.3 Delegation to Arbitrator: THE ARBITRATOR, AND NOT ANY FEDERAL, STATE, OR LOCAL COURT OR AGENCY, SHALL HAVE EXCLUSIVE AUTHORITY TO RESOLVE ANY DISPUTE RELATING TO THE INTERPRETATION, APPLICABILITY, ENFORCEABILITY, OR FORMATION OF THIS ARBITRATION AGREEMENT, INCLUDING BUT NOT LIMITED TO ANY CLAIM THAT ALL OR ANY PART OF THIS ARBITRATION AGREEMENT IS VOID OR VOIDABLE. THE ARBITRATOR SHALL ALSO HAVE EXCLUSIVE AUTHORITY TO RESOLVE ALL THRESHOLD ARBITRABILITY ISSUES, INCLUDING ISSUES RELATING TO WHETHER THIS AGREEMENT IS UNCONSCIONABLE OR ILLUSORY, AND ANY DEFENSE TO ARBITRATION, INCLUDING WAIVER, DELAY, LACHES, OR ESTOPPEL.

24.4 Class Action Waiver: All proceedings to resolve disputes shall be conducted on an individual basis. You agree not to join or consolidate claims with those of any other party or participate in any class, collective, or representative proceeding.

24.5 Injunctive Relief: Notwithstanding the arbitration requirement, either party may seek injunctive or other equitable relief from the courts for matters related to intellectual property infringement, confidentiality breaches, or unauthorized access, without first going through arbitration.

24.6 Small Claims Exception: Either party may bring claims in small claims court if the claim qualifies under the jurisdiction's small claims rules.

24.7 Prevailing Party Fees: The prevailing party in any arbitration or legal proceeding shall be entitled to recover its reasonable attorney's fees and costs.

24.8 Time Limitation: Any claim arising out of or related to this Agreement must be filed within one (1) year after such claim arose, or the claim is permanently barred.

24.9 Right to Opt Out of Arbitration: You may opt out of the mandatory arbitration and class action waiver provisions in this Section 24 by sending written notice to legal@prbot.ai within thirty (30) days of the date you first accept this Agreement (the "Opt-Out Deadline"). Your notice must include: (a) your full legal name; (b) the email address associated with your affiliate account; and (c) a clear, unequivocal statement that you wish to opt out of arbitration and the class action waiver (e.g., "I opt out of the arbitration clause in the Affiliate Program Agreement"). Notices may also be sent by mail to: StartupBros LLC, 100 1st Ave N, #2706, St. Petersburg, FL 33701, USA (postmarked within the 30-day period). If you validly opt out, neither party will be required to arbitrate disputes, and either party may bring claims in any court of competent jurisdiction. Opting out of arbitration will not affect any other provision of this Agreement nor constitute a breach or default. If you do not opt out within the Opt-Out Deadline, you shall be deemed to have consented to the arbitration and class action waiver provisions of this Section 24.

25. Non-Disparagement

25.1 During the term of this Agreement and for twelve (12) months following termination, you agree not to make disparaging, defamatory, or derogatory statements about the Company, its products, services, officers, directors, or employees.

25.2 This provision does not restrict you from providing truthful information required by law, including responses to legal process, regulatory inquiries, or government investigations, or from making honest reviews based on your genuine experience with the Service.

26. Governing Law

26.1 This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, United States, without regard to its conflict of law principles.

26.2 If you are a consumer residing in the European Union or European Economic Area, nothing in this Agreement deprives you of the protection afforded by the mandatory provisions of the consumer protection law of your country of residence. The choice of law provisions do not limit your right to bring proceedings in the courts of the EU Member State in which you are domiciled, as provided by Regulation (EU) No 1215/2012.

27. General Provisions

27.1 Force Majeure: Neither party shall be liable for any failure to perform its obligations under this Agreement where such failure results from any cause beyond the party's reasonable control, including acts of God, government actions, pandemic, epidemic, natural disaster, internet failures, or infrastructure outages.

27.2 Severability: If any provision of this Agreement is found by a court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable.

27.3 No Waiver: The failure of the Company to enforce any right or provision of this Agreement shall not be deemed a waiver of such right or provision. Any waiver must be in writing and signed by the Company.

27.4 Assignment: You may not assign or transfer this Agreement or any rights or obligations hereunder without the Company's prior written consent. The Company may freely assign this Agreement without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

27.5 Notices: All notices under this Agreement shall be in writing and delivered via email to the address associated with your Affiliate account (for notices to you) or to legal@prbot.ai (for notices to the Company). Notices are deemed received upon confirmed delivery.

27.6 Entire Agreement: This Agreement, together with the Terms of Service, Privacy Policy, and Data Processing Addendum, constitutes the entire agreement between you and the Company concerning the Program and supersedes all prior or contemporaneous negotiations, discussions, or agreements relating to the Program.

27.7 Survival: The following sections survive termination or expiration of this Agreement: Definitions (1), Commission Clawback (5), Confidentiality (12), Data Protection (13), Fraud Prevention (14), Disclaimer of Warranties (16), Limitation of Liability (17), Indemnification (18), Tax Reporting (20), Post-Termination Obligations (23), Dispute Resolution (24), Non-Disparagement (25), Governing Law (26), and General Provisions (27).

28. Contact Information

28.1 For questions about the Affiliate Program, contact us at affiliates@prbot.ai.

28.2 For legal notices, contact us at legal@prbot.ai or at our physical address: StartupBros LLC, 100 1st Ave N, #2706, St. Petersburg, FL 33701, USA.

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By enrolling in the Program, you acknowledge that you have read this Agreement, understand its terms, and agree to be bound by them.