Affiliate Agreement

AFFILIATE AGREEMENT
pTokenAssets.com
Last Updated: March 3, 2026

IMPORTANT: The pTokenAssets Affiliate Program is by invitation only. To request consideration, submit an application using the form below.

  1. PROGRAM OVERVIEW

1.1 The pTokenAssets Affiliate Program (“Program”) is operated by Web3 Freedom Club DAO LLC (“Company,” “we,” “us”), a Wyoming limited liability company.

1.2 The Program allows approved affiliates (“Affiliate,” “you”) to earn commissions by referring qualified customers to Company products and services.

1.3 Participation in the Program is by invitation only. Submission of an application does not guarantee acceptance. The Company reserves sole discretion to approve or deny any application.

  1. APPLICATION AND ACCEPTANCE

2.1 To apply, complete the Affiliate Application Form at ptokenassets.com/affiliate-apply.

2.2 Required information:

  • Full legal name
  • Email address
  • Website or primary social media URL
  • Description of your audience
  • How you plan to promote pTokenAssets
  • How you heard about the Program
  • Agreement to these terms

2.3 Applications are reviewed manually. You will receive a response within 7 business days.

2.4 The Company may reject any application for any reason, including but not limited to:

  • Misrepresentation of identity or audience
  • Websites or content that violate our brand values
  • Insufficient audience or reach
  • Conflict of interest
  • Prior violations of affiliate terms with other programs
  1. COMMISSION STRUCTURE

3.1 Tier 1 (Direct Referral)

WeOwn AI Lite ($47/mo): 35% monthly
WeOwn AI Lite + Voice ($197/mo): 35% monthly
Agency PRO ($997/mo): 35% on subscription portion only
Agency PRO Dedicated ($1,497/mo): 35% on subscription portion only

3.2 Tier 2 (Override — Recruited Affiliates)

If you recruit another affiliate into the Program, you earn an additional override on their referred customers:
All subscription products: 15% monthly of Tier 1’s referrals

3.3 Year 2+ Step-Down

Months 1-12: Tier 1 = 35%, Tier 2 = 15%
Month 13+: Tier 1 = 10%, Tier 2 = 5%

3.4 Excluded from Commission

The following revenue is NOT commissionable:

  • Retreat fees (included in Agency PRO bundle)
  • PayLessTax lead fees
  • One-time purchases (books, courses)
  • Any non-subscription revenue
  1. PAYMENT TERMS

4.1 Commissions are calculated monthly based on collected revenue from the prior month.

4.2 Payments are made by the 15th of each month for the prior month’s commissions.

4.3 Minimum payout threshold: $50. Balances below $50 roll over to the next month.

4.4 Payment methods: ACH direct deposit or wire transfer. Affiliate is responsible for providing accurate banking information.

4.5 Affiliates are responsible for all applicable taxes on commission income. The Company will issue a 1099-NEC for annual commissions exceeding $600.

  1. CLAWBACK PROVISION

5.1 If a referred customer cancels their subscription within 90 days of initial purchase, the commission paid on that customer will be deducted from the Affiliate’s next payment.

5.2 If the deduction exceeds the next payment amount, the Affiliate agrees to repay the difference within 30 days.

5.3 The 90-day clawback period begins on the date of the customer’s first payment.

  1. AFFILIATE OBLIGATIONS

6.1 Compliance with Laws
Affiliate shall comply with all applicable federal, state, and local laws, including but not limited to:

  • FTC Endorsement Guidelines (16 CFR Part 255)
  • SEC regulations regarding securities marketing
  • CAN-SPAM Act
  • State consumer protection laws

6.2 Required Disclosures
Affiliate MUST clearly disclose the affiliate relationship in all promotional content:

  • “I earn a commission if you sign up through my link” (or similar clear language)
  • Disclosure must be conspicuous and proximate to the affiliate link

6.3 Prohibited Activities
Affiliate shall NOT:

  • Make false or misleading claims about Company products
  • Use the words “invest,” “investment,” “returns,” “guaranteed,” “profit,” “yield,” or any language that could constitute a securities offering
  • Imply that pToken™ is a security or investment opportunity
  • Use spam, unsolicited messages, or deceptive marketing practices
  • Bid on Company trademarks in paid search (Google Ads, Bing Ads)
  • Create websites that impersonate or could be confused with official Company websites
  • Use Company logos or trademarks without written approval
  • Make income claims or guarantees about affiliate earnings
  • Promote on websites containing illegal, harmful, or offensive content

6.4 SEC Compliance (CRITICAL)
Because pToken™ may involve securities in the future, ALL affiliate marketing materials MUST:

  • Include the standard SEC disclaimer provided by the Company
  • Avoid any language that could be construed as an offer to sell or solicitation to buy securities
  • Be reviewed and approved by the Company before publication if they reference pToken™
  • Comply with the Company’s SEC Compliance Guide

Violation of SEC compliance requirements is grounds for immediate termination and clawback of ALL unpaid commissions.

  1. COMPANY OBLIGATIONS

7.1 The Company will provide:

  • Unique affiliate tracking links
  • Marketing materials and approved copy
  • Real-time dashboard showing referrals and commissions
  • Monthly commission statements
  • SEC Compliance Guide and approved language

7.2 The Company will process payments by the 15th of each month for prior month commissions.

7.3 The Company will provide 30 days notice of any changes to commission rates or program terms.

  1. INTELLECTUAL PROPERTY

8.1 The Company grants Affiliate a limited, non-exclusive, non-transferable license to use Company trademarks and marketing materials solely for the purpose of promoting Company products under this Agreement.

8.2 pToken™ is a trademark of Web3 Freedom Club DAO LLC. Use must comply with Company brand guidelines.

8.3 All marketing materials created by Affiliate that incorporate Company trademarks must be submitted for approval before use.

  1. TERM AND TERMINATION

9.1 This Agreement begins upon acceptance into the Program and continues until terminated.

9.2 Either party may terminate with 30 days written notice.

9.3 The Company may terminate immediately (without notice) for:

  • Violation of SEC compliance requirements
  • Fraud or misrepresentation
  • Violation of prohibited activities (Section 6.3)
  • Conduct that damages Company reputation
  • Legal or regulatory action against Affiliate

9.4 Upon termination:

  • All unpaid commissions for referred customers in good standing will be paid in the next payment cycle
  • Affiliate must immediately cease using Company trademarks and marketing materials
  • Affiliate must remove all affiliate links
  • Clawback provisions survive termination
  1. LIMITATION OF LIABILITY

THE COMPANY’S TOTAL LIABILITY TO AFFILIATE SHALL NOT EXCEED THE TOTAL COMMISSIONS PAID TO AFFILIATE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THE COMPANY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

  1. INDEMNIFICATION

Affiliate agrees to indemnify and hold harmless the Company from any claims, damages, or expenses arising from:

  • Affiliate’s promotional activities
  • Affiliate’s violation of these terms
  • Affiliate’s violation of any applicable law
  • Third-party claims related to Affiliate’s marketing
  1. INDEPENDENT CONTRACTOR

Affiliate is an independent contractor, not an employee, partner, or agent of the Company. Affiliate is responsible for their own taxes, insurance, and business expenses.

  1. CONFIDENTIALITY

Affiliate shall keep confidential all non-public information about the Program, including commission rates, conversion data, and internal communications. This obligation survives termination.

  1. GOVERNING LAW

This Agreement shall be governed by the laws of the State of Wyoming. Disputes shall be resolved through binding arbitration in Casper, Wyoming.

  1. MODIFICATIONS

The Company reserves the right to modify these terms with 30 days written notice. Continued participation after notice constitutes acceptance.

  1. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties regarding the Affiliate Program and supersedes all prior agreements.

Web3 Freedom Club DAO LLC
5830 E. 2nd Dr Unit 92707
Casper, WY 82609
Email: affiliates@ptokenassets.com

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