Second Unit UGC: Affiliate Agreement

Draft version 2026-09-23 · Between Venture Race App, LLC, a Texas limited liability company, d/b/a Second Unit UGC (“the Publisher”), and the Affiliate accepting it via the application form.

This is a draft. Accepting it records your acceptance and creates your affiliate application. Two terms are still unset — the monitoring cadence in clause 5 and the notice period in clause 6 — and are marked where they appear.

SECOND UNIT UGC AFFILIATE AGREEMENT

Between: Venture Race App, LLC, a Texas limited liability company, d/b/a Second Unit UGC, "the Publisher"

And: the person whose legal name is entered on the application form at acceptance, "the Affiliate"

Date: the date of electronic acceptance, recorded with the application

1. WHAT THIS COVERS

The Affiliate may recommend the Publisher's guide ("the Guide" — one SKU, list price $150.00) using an attribution link or code the Publisher issues, and earns a commission on verified sales attributed to them under this agreement. This agreement grants no other right: no licence to the Publisher's brand beyond identifying as an affiliate, no exclusivity, no territory.

This agreement governs the affiliate relationship specifically and controls over the site Terms of Service in the event of a conflict between the two (Terms of Service §12). It does not replace the Terms of Service (/terms) or Privacy Policy (/privacy) — the Affiliate is bound by both as a purchaser and account holder, for everything this agreement does not itself cover.

2. COMPENSATION — SALES ONLY, ONE LEVEL, NO EXCEPTIONS, EVER

Rate: 1/3 of gross (before payment processing), rounded to the nearest cent, per verified sale attributed to the Affiliate — currently $50.00 at the $150.00 list price.

Levels: One. The Affiliate is paid only on sales they personally caused.

Verification: Server-side, by the Publisher, on every purchase and commission event. Never from data the Affiliate or their tools supply.

Payout mechanism: Stripe Connect (transfers-only capability). The Affiliate accepts Stripe's FULL service agreement during Stripe's onboarding. The programme accepts applications only from the 33 countries this Publisher can actually pay — the European Economic Area, the United Kingdom, Canada, Switzerland, and the United States — and the application form offers only those. The Affiliate's commercial terms under this agreement — rate, levels, verification, schedule, attribution — do not vary by country. Built, not yet paying — implemented and verified end to end on 2026-08-20; the programme does not yet pay commissions in real money

Payout schedule: Monthly, with a one-month lag. Built, not yet paying — same status as the mechanism above

Attribution window: 30 days, last-click.

THE PUBLISHER WILL NEVER PAY, AND THE AFFILIATE WILL NEVER SEEK OR ACCEPT, ANY COMPENSATION FOR:

(a) recruiting another person to become an affiliate;
(b) any sale made by another affiliate, whether or not the Affiliate introduced, referred, or otherwise had any part in their becoming an affiliate;
(c) any arrangement by which the Affiliate pays a share of their own commission to a third party for sending them buyers or referrals — this reconstructs a second level using the Affiliate's own money and is a breach regardless of who proposed it;
(d) selling, teaching, or promoting a course, group, coaching offer, or other paid product about becoming an affiliate of the Guide, or about income from this programme.

(a)-(d) are the entire universe of prohibited compensation under this agreement. There is no override, no team volume, no second tier — not as a future feature, and not as a case-by-case exception.

3. CLAIMS — NO INCOME CLAIMS, IN ANY FORM

The Affiliate may state, and only state:

what they personally did with the Guide;
how long something took them, specifically;
that they use the Guide and earn a commission on sales they cause (see clause 4 for how that has to be said);
their own portfolio, invoices, and rate card, subject to their own client confidentiality obligations.

The Affiliate will never state, imply, project, or repeat from a third party:

what a buyer will earn, save, or achieve from the Guide;
any figure, range, or timeframe for income, clients, or return on the purchase price — including figures the Publisher has not itself published, another affiliate's reported results, or a disclaimed projection. A disclaimer such as "results not typical" does not cure an income claim under this agreement; the claim is prohibited whether or not it carries one;
anything implying the Affiliate is Publisher staff, a co-author, or otherwise speaks with the Publisher's authority.

A breach of this clause is a breach of the whole agreement — clause 5(c) skips straight to termination and clause 7's clawback applies. This is not a warning-first matter.

4. DISCLOSURE — THE PLACEMENT IS THE REQUIREMENT, NOT ONLY THE WORDING

The Affiliate will disclose the paid relationship every time they recommend the Guide, using this line or a substantively equivalent one:

"I earn a commission if you buy through this link."

Wording alone does not satisfy this clause. The disclosure must also:

appear in the same place and the same format as the recommendation itself, not only in a bio, profile, or "about" section;
require no click, no "...more" expansion, and no other action to reveal;
not be buried among unrelated hashtags, fine print, or off-screen text;
in video, be spoken as well as shown on screen where the platform supports it, not captioned only;
appear before the recommendation, not after it;
appear on every post that recommends the Guide, not only the first of a series.

Where a platform provides a built-in paid-partnership or sponsored-content label, the Affiliate will use it in addition to, never instead of, the line above.

The Affiliate may add, at their own option, a second sentence stating they personally paid for the Guide — but only for as long as that is literally true. This sentence is never required by this agreement. An Affiliate who received a complimentary copy, is a Second Unit team member, or otherwise did not personally pay must omit it entirely, not substitute a softer version of it. Using this optional sentence while it is untrue is a breach of this clause, handled under clause 5's remedial-action ladder the same as a placement failure.

A disclosure that satisfies the wording but not the placement rules above is a breach of this clause.

5. PROGRAM INTEGRITY — GUIDANCE, MONITORING, AND REMEDIAL ACTION

This clause describes what the Publisher does, not what the Affiliate must do — the other clauses' counterpart obligation.

Guidance. The Publisher gives the Affiliate the disclosure and placement requirements in writing (clause 4, and the Disclosure section of the Guide) at approval, and again whenever clause 4 or any platform-specific note derived from it changes.

Monitoring. The Publisher periodically checks a sample of each active Affiliate's posts and links referencing the Guide for two things: whether the disclosure is present, and whether it's placed the way clause 4 requires. At this programme's size — a small, known set of affiliates, not open sign-up — this is a person doing a scheduled spot-check, not automated tooling: every [N] weeks — suggested starting point, quarterly; revisit once the actual affiliate count is known. If the programme grows past what a scheduled manual check can cover, this clause is the one to revisit before it becomes a promise on paper the Publisher can't keep.

Remedial action. Confirmed non-compliance found under Monitoring, above, is handled in this order:

(a) First confirmed instance of a clause 4 violation: written notice naming the specific post and the specific requirement it failed, with a deadline to fix or remove it.
(b) The deadline in (a) passes without a fix, or a second confirmed clause 4 violation: commission on sales attributed to the Affiliate is held — not paid, not yet forfeited — until the fix is confirmed.
(c) A third confirmed clause 4 violation, or any confirmed violation of clause 2 or clause 3: the agreement is terminated for cause under clause 6, and clawback under clause 7 applies.

A clause 4 violation that's fixed on request does not advance past (a). Clauses 2 and 3 skip straight to (c) on a single confirmed instance — this ladder exists to separate a mistake from a pattern on placement issues, not to give recruiting or an income claim two warnings first.

6. TERM AND TERMINATION

Either party may terminate this agreement on [N] days' — notice period not yet decided written notice, without cause.

The Publisher may terminate for cause: immediately, without notice, for a confirmed violation of clause 2 or clause 3; or for a clause 4 violation that has reached step (c) of clause 5's remedial-action ladder; or for any conduct that would expose the Publisher to regulatory, platform, or reputational risk. Clause 5's ladder is the default path for a clause 4 violation; it is not a precondition the Publisher must exhaust before acting on clause 2 or clause 3.

On termination for any reason, the Affiliate's attribution link or code is deactivated immediately and no further sale may be attributed to them.

7. CLAWBACK

On termination for cause under clause 6:

any commission not yet paid out is forfeited, including any commission held under clause 5(b);
any commission already paid that is attributable to a sale made in violation of clause 2, induced by a claim made in violation of clause 3, or made without the disclosure clause 4 requires, is repayable to the Publisher on demand, and the Publisher may offset it against any future amount owed to the Affiliate under any other agreement.

Commission held under clause 5(b) and later cleared — the Affiliate fixed the issue — is released and paid as normal. A hold is not itself a clawback.

Clawback reaches only commission tied to the violation, not the Affiliate's entire history — one non-compliant post does not retroactively taint a compliant one.

8. NOT LEGAL ADVICE

This agreement is a plain-language draft, verified against primary sources directly rather than by outside counsel — no lawyer will be engaged for this project. It should not be signed while a real gap in that verification is still open.

9. GOVERNING LAW

Texas — the Publisher's state of formation.

Accepted electronically via the application form, not a wet signature — your account identity and the timestamp recorded at acceptance are the record of agreement. See apply to become an affiliate.