Partner & Affiliate Terms and Conditions

Backkr Limited
Effective Date: 24 August 2026 · Last Updated: 24 August 2026

These Partner and Affiliate Terms and Conditions ("Agreement") govern your participation in the Backkr Partner and Affiliate Program ("Program"). By applying to participate, accepting an invitation, or otherwise participating in the Program, you ("Partner", "you", or "your") agree to be bound by this Agreement with Backkr Limited ("Backkr", "we", "us", or "our"). If you do not agree to these terms, you must not participate in the Program.

1. Definitions

For the purposes of this Agreement:

"Affiliate Link" means the unique referral link or tracking code we assign to you to identify customers referred by you.
"Affiliate Lead" means a prospective customer who clicks on your Affiliate Link and submits their information or signs up for Backkr.
"Customer Transaction" means a new paid subscription to Backkr completed by an Affiliate Lead using your Affiliate Link, as tracked by our systems.
"Partner Portal" means the partner dashboard, tracking tools, or other resources we make available to you to participate in the Program.
"Program Policies" means any additional policies, guidelines, or requirements we publish for the Program, which are incorporated into this Agreement by reference.

2. Non-Exclusivity

This Agreement does not create an exclusive relationship between you and Backkr. You and Backkr each retain the right to recommend similar products and services of third parties and to work with other parties in connection with the design, sale, installation, implementation, and use of similar services and products.

3. Partner Acceptance

Once you submit an application to become a Partner, we will review your application and notify you whether you have been accepted. Before accepting an application, we may contact you for additional information or require you to complete certifications or other requirements. If we do not notify you of acceptance within thirty (30) days of your application, your application is considered rejected.

If accepted, this Agreement applies in full force from the date of acceptance until terminated in accordance with these terms. You must complete any enrollment criteria set out in the Program Policies within thirty (30) days of acceptance. Failure to do so will result in immediate termination of this Agreement and your removal from the Program.

4. Customer Transactions

4.1 Affiliate Lead Expiry

Each accepted Affiliate Lead will expire according to the period specified in the Partner Portal or Program Policies from the date the Affiliate Lead first clicked your Affiliate Link. We will pay you Commission for each new Customer who completes a Customer Transaction after clicking an Affiliate Link made available by you, provided you remain eligible under this Agreement.

4.2 Commission Scope

Commission is payable on the first paid subscription transaction only, determined by the date of the first purchase or sign-up. You are not entitled to Commission on any additional purchases, renewals, upgrades, or subsequent subscriptions made by the same customer, unless expressly stated in the Program Policies.

4.3 Eligibility

To be eligible for Commission:

The Affiliate Lead must be accepted and valid in accordance with Section 4.4;
A Customer Transaction must have occurred; and
The customer must remain a paying customer for any minimum locking period stated in the Partner Portal.

You are not eligible for Commission if: (i) the Commission is disallowed by applicable law; (ii) the customer objects to or prohibits such compensation; (iii) the customer has paid or will pay you directly; (iv) the Commission was obtained by fraudulent means, misuse of an Affiliate Link, or breach of Program Policies; or (v) the customer participates in any of our other partner programs.

4.4 Acceptance and Validity

An Affiliate Lead will be considered valid and accepted only if, in our reasonable determination: (i) it is a new prospective customer of Backkr; and (ii) it is not, at the time of submission or within the prior sixty (60) days, a pre-existing customer or involved in our active sales process. We may choose not to accept an Affiliate Lead in our reasonable discretion. If an Affiliate Lead does not complete a Customer Transaction within the expiry period, you will not be eligible for Commission.

4.5 Engagement with Prospects

Once we receive an Affiliate Lead, we may elect to engage with the prospect directly, regardless of whether the lead is valid. Any engagement between Backkr and an Affiliate Lead is at our sole discretion.

5. Partner Requirements

To remain eligible as a Partner, you must:

Not be a competitor of Backkr or any of its affiliates;
Use commercially reasonable efforts to promote Backkr in accordance with this Agreement;
Conduct business in a competent and professional manner that reflects favourably on Backkr;
Avoid deceptive, misleading, and unethical practices;
Not make any false, misleading, or unauthorised representations about Backkr or its services;
Comply with all applicable laws and obtain all necessary registrations and approvals; and
Remain current with any Partner certification or training requirements.

You have no authority to distribute or resell Backkr services, make commitments on our behalf, or incur liabilities for us. You are solely responsible for any unauthorised representations you make regarding Backkr.

6. Commission and Payment

To receive payment, you must:

Agree to this Agreement;
Complete all steps to create and maintain your account in the Partner Portal;
Maintain a valid and up-to-date payment method; and
Complete any required tax documentation.

If any of these requirements remain outstanding for six (6) months after a Customer Transaction, your right to receive Commission for that transaction will be forfeited. We may use third-party payment processors to facilitate payments. Payments will be made within forty-five (45) days after the end of the calendar month in which the corresponding amounts are collected by Backkr. You are responsible for all taxes and fees applicable to Commission payments.

7. Training and Support

We may make available webinars, guides, and other resources to help you participate in the Program. We may change or discontinue any benefits or offerings at any time without notice.

8. Quality Control and Trademarks

Any use of Backkr's services, marks, or marketing materials must conform to our standards and may not be sold, used, distributed, or disclosed without our approval. You grant us a non-exclusive, non-transferable, royalty-free right to use your trademarks and logos in connection with the Program.

If we make our trademarks available to you through the Partner Portal, you may use them only in accordance with our trademark guidelines. You must not alter our marks, use them in a misleading way, imply our endorsement, or use them in violation of applicable law.

9. Proprietary Rights

No software license is granted by this Agreement. Backkr retains all ownership of its services, trademarks, marketing materials, and intellectual property. You will not remove, alter, or conceal any Backkr copyright or proprietary notices, or use our intellectual property in a way that creates the impression it belongs to you.

If you provide feedback or suggestions about Backkr products or services, you agree that such feedback is non-confidential and that we may use it without payment to you, unless otherwise agreed in writing.

10. Confidentiality

"Confidential Information" means all non-public data and information disclosed by either party, whether in written, electronic, oral, or other form, including business plans, customer information, financial information, trade secrets, pricing, and marketing plans. The Receiving Party must hold Confidential Information in confidence and not disclose it to third parties except as necessary to perform its obligations under this Agreement. The term "Affiliate" in this section means any person or entity directly or indirectly controlling, controlled by, or under common control with either party.

11. Term and Termination

This Agreement applies for as long as you participate in the Program, until terminated. Either party may terminate this Agreement on fifteen (15) days' written notice. We may also terminate immediately if you breach your subscription terms with us, become insolvent, or act in a way that negatively reflects on Backkr, our prospects, or our customers.

If we update this Agreement and you do not agree to the update, you may terminate on five (5) days' written notice, provided you notify us within ten (10) days after we notify you of the change.

Upon termination or expiration, you will immediately discontinue all use of our trademarks and references to the Program, delete any tools we provided, and cease representing yourself as a Partner. Termination does not affect a customer's subscription agreement with Backkr.

12. Partner Representations and Warranties

You represent and warrant that:

You have all rights and permissions necessary to participate in the Program;
Your participation will not conflict with any of your existing agreements;
You own or have sufficient rights to use and grant us the right to use your Partner marks;
You will comply with all trade and regulatory requirements applicable to your participation;
You will accurately provide all websites and domains where you intend to use Affiliate Links;
You will not purchase ads that compete with Backkr's own advertising, including our branded keywords;
You will not use cookie stuffing, pop-ups, false or misleading links, or mask referring URLs;
You will not use your own Affiliate Link to purchase Backkr products for yourself; and
You will not use any mechanism to deliver leads other than through genuine consumer interest, including robots, hidden frames, fake redirects, or personal-data compilations.

13. Indemnification

You will indemnify, defend, and hold harmless Backkr and its officers, directors, employees, agents, service providers, licensors, and affiliates from any third-party claim, suit, action, or proceeding arising out of or based on: (a) your participation in the Program; (b) our use of prospect data you provided; (c) your breach of this Agreement; (d) your use of the Partner Portal; or (e) our use of your Partner marks. We will notify you of any such claim, give you control of the defence or settlement, and provide information reasonably requested. You may not accept any settlement that imposes an obligation on us, requires us to make an admission, or imposes liability not covered by this indemnity without our prior written consent.

14. Disclaimers and Limitation of Liability

EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, EACH PARTY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.

NEITHER PARTY, NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INSURERS, LICENSORS, AND SERVICE PROVIDERS, SHALL BE LIABLE TO THE OTHER PARTY FOR ANY LOST PROFITS OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING DAMAGES FOR LOST DATA, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. BACKKR'S AGGREGATE LIABILITY TO YOU UNDER THIS AGREEMENT SHALL BE LIMITED TO THE TOTAL COMMISSION OWED TO YOU WITHIN THE TWELVE (12) MONTHS IMMEDIATELY PRIOR TO THE CLAIM GIVING RISE TO SUCH LIABILITY. THESE LIMITATIONS DO NOT APPLY TO DEFENCE AND INDEMNIFICATION OBLIGATIONS OR BREACHES OF OWNERSHIP OR CONFIDENTIALITY.

15. General

15.1 Amendment and Waiver

We may update this Agreement from time to time. The updated Agreement will be made available via the Partner Portal and/or email and will become effective on the next business day after notice. Your continued participation constitutes acceptance. No waiver of any right or remedy is effective unless in writing.

15.2 Governing Law and Jurisdiction

This Agreement is governed by the laws of New Zealand, without regard to conflicts of law principles. Any disputes arising under or relating to this Agreement shall be subject to the exclusive jurisdiction of the District Court and High Court of New Zealand.

15.3 Force Majeure

Neither party will be responsible for failure or delay of performance caused by events outside its reasonable control, including acts of war, acts of God, internet outages, government restrictions, or other force majeure events, provided reasonable mitigation efforts are made.

15.4 Relationship of the Parties

This Agreement does not create a joint venture, partnership, employment, or agency relationship. You have no authority to make offers or representations on our behalf.

15.5 Disclosure of Partner Relationship

You are solely responsible for disclosing the nature of your referral or partnership relationship with Backkr to any leads or customers, and you will indemnify us against any liability arising from a failure to disclose.

15.6 Compliance with Laws

You must comply with all applicable foreign and domestic laws, regulations, and export controls, including sanctions administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury. You must not engage in deceptive, misleading, illegal, or unethical marketing activities.

15.7 Severability

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will continue in full force and effect.

15.8 Notices

Notices to you will be sent to the email or address on record in your Partner Portal account. Notices to Backkr should be sent to team@backkr.com.

15.9 Entire Agreement

This Agreement constitutes the entire agreement between the parties regarding the Program and supersedes all prior understandings. No amendment is binding unless agreed to in writing and signed by authorised representatives of both parties.

15.10 Assignment

You may not assign or transfer this Agreement without our prior written consent. We may assign this Agreement to an affiliate or in connection with a merger, reorganisation, or sale of substantially all of our assets.

15.11 No Third Party Beneficiaries

Nothing in this Agreement confers any right, benefit, or remedy on any person or entity other than the parties to this Agreement.

15.12 Survival

The following sections survive termination or expiration of this Agreement: Commission and Payment, Proprietary Rights, Confidentiality, Effects of Termination, Indemnification, Disclaimers and Limitation of Liability, and General.

16. Contact Us

If you have questions about this Agreement or the Program, please contact us:

Backkr Limited
Ministry of Awesome, Christchurch, New Zealand
Email: team@backkr.com
Phone: +64 27 766 4199
Website: https://www.backkr.com