Tolt, Inc. – Affiliate Payment Agent Terms & Conditions

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Tolt, Inc. (“Tolt”, “we”, “us”, or “our”)
Address: 2093 Philadelphia Pike 2726, Wilmington, DE 19809, USA
Emails: company@tolt.com | payouts@tolt.com | support@tolt.com

These Terms govern your relationship with Tolt in connection with your participation as an affiliate in a third-party Merchant’s affiliate program (the “Affiliate Program”) which uses the Tolt platform (the “Platform”) and/or Tolt’s payout services. By signing up as an Affiliate via the Platform (or otherwise receiving payouts via Tolt), you agree to these Terms.

1. Role & Agency

You are joining the Merchant’s Affiliate Program. Tolt is not the Merchant.
When the Merchant engages Tolt to process payments to you (the Affiliate), Tolt acts as the agent of payee:
a) You authorise Tolt to receive payment from the Merchant (or on behalf of the Merchant) for your earned commissions (“Commissions”).
b) You agree that payment of Commissions by the Merchant to Tolt, and Tolt’s receipt of those funds, will constitute satisfaction of the Merchant’s payment obligation to you.
c) Tolt will forward the funds to you, subject to compliance with these Terms and any withholding required by law or contract.
Tolt does not guarantee that the Merchant will provide sufficient funds or remit all Commissions; Tolt’s role is limited to acting as agent to collect and forward.

2. Eligibility & Compliance

You must provide accurate information as required for payment processing, tax compliance, and KYC/AML verification (such as your legal name or entity, address, government ID or tax-ID, banking or payout account details). We may suspend or withhold payments if you fail to comply.

3. Payments

Payments will be made according to the schedule, threshold and method specified by the Merchant’s program.
Once the Merchant sends the payment to Tolt and Tolt receives it, the Merchant’s obligation to you is extinguished.
Tolt then remits payment to you, subject to any deductions or withholding required by law or contract.
You bear responsibility for tax reporting and any withholding; we may deduct or withhold taxes if legally required.

4. Your Obligations

You must comply with the Merchant’s Affiliate Program terms regarding promotion, tracking, and conversion rules.
You must comply with Tolt’s KYC/AML, tax, verification, and payout-account requirements.
You are responsible for providing accurate payout information and maintaining it.
You must not engage in fraudulent, deceptive or prohibited marketing practices.

5. Limitation of Liability & Indemnity

Tolt’s liability to you is limited to the payments Tolt actually remits to you under this agency arrangement. Tolt is not liable for the Merchant’s failure to pay, or for any lost profits, business opportunity or indirect damages. You will indemnify Tolt against any claims arising from your breach of these Terms or violation of law.

6. Termination & Withholding

Tolt may withhold or suspend payments and/or terminate your payout relationship if you fail to comply with these Terms, or if required by law, or if the Merchant requests termination. Upon termination, pending Commissions may be withheld or cancelled if you are in breach.

Affiliate Conduct; Suspension and Termination Rights

Affiliates must at all times comply with these Terms, the applicable Merchant’s Affiliate Program terms, and all applicable laws and regulations. Prohibited conduct includes, but is not limited to, engaging in fraudulent or deceptive activity, self-referrals, click-fraud, incentivized traffic that violates any advertising platform’s policies, using pay-per-click (PPC) campaigns on keywords containing the Merchant’s or Tolt’s trademarks without express written permission, cookie-stuffing, and any other activity intended to manipulate tracking, inflate commissions, or otherwise harm the integrity of the affiliate program.

Right to Suspend or Terminate

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We reserve the right, at our sole discretion, to suspend, withhold payments to, or immediately terminate any Affiliate account if we reasonably determine that an Affiliate has engaged in conduct that violates these Terms, the Merchant’s Affiliate Program terms, or applicable law, or has otherwise engaged in fraudulent, deceptive, abusive, or harmful activities including, without limitation, self-referrals, PPC abuse, or other forms of affiliate fraud. Upon such suspension or termination, all pending, unearned, or disputed Commissions may be withheld or forfeited.

7. Governing Law

These Terms shall be governed by the laws of the State of Delaware (USA), without reference to conflict of laws. Any dispute shall be resolved in the state or federal courts of New Castle County, Delaware.

8. Changes

We may amend these Terms at any time; notice will be given via the Platform or email. Continued receipt of payouts constitutes your acceptance of the amended Terms.

9. Contact

If you have questions about these Terms or your payouts, please contact payouts@tolt.com or support@tolt.com.

By registering as an Affiliate via the Platform or by accepting payouts from Tolt, you acknowledge that you have read, understood and agree to be bound by these Terms.