Terms of Service

Effective Date: January 8, 2025

These Terms of Service (“Terms”) govern your participation in the Concord Referral Program (the “Program”). By participating in the Program, you (“Referrer” or “you”) agree to abide by these Terms. If you do not agree to these Terms, you may not participate in the Program.

1. Overview

1.1 Program Description

The Concord Referral Program allows eligible Referrers to earn commissions for introducing new customers to Concord. Subject to these Terms, once a Referred Customer (defined below) meets the eligibility requirements and pays for an annual subscription to Concord, the Referrer will receive a commission equal to 20% of the net first-year subscription fees actually paid by the Referred Customer.

1.2 Independent Contractor

Your participation in the Program does not create any partnership, agency, franchise, or employment relationship between you and Concord. You act as an independent contractor for all purposes related to the Program.

1.3 Compliance with Laws

You agree to comply with all applicable federal, state, and local laws and regulations (including, but not limited to, any industry-specific referral or anti-kickback laws) in connection with your participation in the Program.

2. Eligibility to Participate

To participate in the Program, you must:

• Be at least 18 years of age.

• Submit referrals by emailing rewards@concord.app or another address designated by Concord.

• Receive Concord’s written or emailed confirmation that your participation is approved.

• Abide by these Terms and all applicable laws throughout your participation.

Concord reserves the right, at its sole discretion, to approve or deny any application to the Program and to terminate any participation for violation of these Terms or applicable laws.

3. Referred Customer Eligibility

A “Referred Customer” is eligible under the Program if, at the time of the referral introduction:

• The Referred Customer is not a past or current Concord customer.

• Concord is not already engaged in discussions or negotiations with the Referred Customer.

• The Referred Customer has not been previously referred by another participant.

• The Referred Customer signs an annual subscription plan with Concord within 180 days from the date you submit the referral introduction.

Concord will determine, in its sole discretion, whether a Referred Customer meets these criteria. If Concord determines at any time that the Referred Customer does not meet these criteria, no commission will be paid.

4. Referral Submission and Verification

4.1 Referral Submission

To submit a referral, you must send an introductory email to rewards@concord.app (or another email address designated by Concord) that includes:

• Your full name, organization (if applicable), and contact information.

• The full name, organization, and contact information for the potential Referred Customer.

• Any relevant details about the potential Referred Customer’s needs and interest in Concord.

4.2 Referral Verification

Concord will review your referral and verify eligibility based on the criteria in Section 3. Concord will use commercially reasonable efforts to notify you whether your referral is approved or denied within a reasonable timeframe. Any disputes regarding the validity of a referral will be resolved at Concord’s sole discretion, but Concord will act in good faith in making its determination.

5. Commission Structure and Payment

5.1 Commission Rate

Subject to these Terms, if a Referred Customer is deemed eligible and pays for an annual subscription with Concord, you will earn a 20% commission based on the net first-year subscription fees actually,paid by the Referred Customer (i.e., excluding taxes, refunds, discounts, and credits).

5.2 Payment Timing

Concord will pay your commission within thirty (30) days after Concord receives the Referred Customer’s full first-year subscription payment. If the Referred Customer elects a payment schedule (e.g., monthly), Concord will pay your commission within thirty (30) days after each payment is received, calculated proportionally based on the amount paid, unless otherwise agreed in writing.

5.3 Cancellation or Termination in First Year (No Clawbacks)

If the Referred Customer’s annual subscription is canceled or terminated for any reason during the first year, no clawback of already-paid commissions will be enforced. However:

• If the Referred Customer requests or receives a refund for any portion of the subscription, Concord may proportionally reduce or withhold unpaid commissions tied to that refunded portion.

• If the Referred Customer fails to pay or partially pays, Concord will not be obligated to pay commission on amounts not collected from the Referred Customer.

5.4 Conditions for Payment

No commission will be due if:

• The Referred Customer does not meet or maintain the eligibility requirements in Section 3.

• The Referrer is in breach of these Terms or any applicable laws at the time payment would otherwise be due.

5.5 Payment Method and Required Information

Concord will process all commission payments through Bill.com, or another payment method at Concord’s discretion. In order to receive commission payments, you must provide Concord with accurate and up-to-date banking or payment details (including, but not limited to, bank account information and any tax-related documentation required by law). Failure to provide the requested information in a timely manner may delay or forfeit your commission payment.

5.6 Taxes

You are solely responsible for all taxes, duties, excises, and other charges imposed by any government entity, and for any and all reporting requirements, related to your Commissions. You understand and acknowledge that Concord may issue a Form 1099.

6. Program Limitations and Modifications

6.1 No Guarantee of Referral Acceptance

Concord reserves the right to decline any referred lead at its discretion.

6.2 Modification, Suspension, or Termination

Concord may modify, suspend, or terminate the Program at any time and for any reason. In the event of material changes (including changes to commission percentages, payment schedules, or termination of the Program), Concord will provide you with at least thirty (30) days’ notice via email or another reasonable method.

Grandfathered Referrals: If you have already submitted a valid referral prior to the effective date of a Program change, the Program terms in effect at the time of your submission will govern that referral, unless the change is required to comply with laws or regulations.

6.3 Dispute Resolution

If a dispute arises regarding your participation in the Program or commission eligibility, Concord will make a determination in good faith, taking into account all relevant facts. While Concord’s decision is final with respect to internal Program administration, it does not preclude your right to seek legal remedies in accordance with Section 10 below.

7. Confidentiality

You agree to maintain in confidence any nonpublic information you obtain about Concord, its business, or its customers (“Confidential Information”). You shall not disclose or use any Confidential Information except as necessary to discuss Concord’s services with potential Referred Customers. This obligation survives the expiration or termination of your participation in the Program.

8. Indemnification

You agree to indemnify, defend, and hold harmless Concord, its affiliates, and their respective officers, directors, employees, agents, and representatives from and against any and all claims damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your breach of these Terms or applicable law in connection with the Program.

• Any misrepresentation or unlawful act committed by you or your agents when promoting or referring prospective customers to Concord.

9. Liability Limitations

To the fullest extent permitted by law, Concord’s total liability under these Terms shall not exceed the total commissions actually paid to you under the Program in the twelve (12) months preceding the event giving rise to such liability. Concord is not liable for any indirect, incidental,consequential, or punitive damages arising from or related to your participation in the Program.

10. Governing Law and Dispute Resolution

10.1 Governing Law

These Terms, and any dispute or claim arising out of or related to these Terms or the Program, shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of laws principles.

10.2 Venue

Any action or proceeding arising out of or related to these Terms or the Program shall be brought in the state or federal courts located in Texas, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such action or proceeding.

11. General Provisions

11.1 Entire Agreement

These Terms constitute the entire agreement between you and Concord with respect to the Program and supersede any prior or contemporaneous agreements, understandings, or communications.

11.2 Severability

If any provision of these Terms is held invalid or unenforceable by a court of competent jurisdiction, that provision shall be severed, and the remaining provisions shall remain in full force and effect.

11.3 No Waiver

The failure of Concord to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision.

11.4 Assignment

You may not assign or transfer any rights or obligations under these Terms without Concord’s prior written consent. Concord may assign its rights or obligations under these Terms at its discretion.

12. Acceptance of Terms

By submitting a referral or otherwise participating in the Program, you acknowledge that:

• You have read, understood, and agreed to these Terms.

• You agree to be bound by these Terms and all applicable laws and regulations.

If you have questions about these Terms, please contact rewards@concord.app or the Concord representative who provided you with information about the Program