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Document version: affiliate.v2-2026-07-15 · Effective date: 2026-07-15

This Affiliate / Referral Partner Agreement (the "Agreement") is a legally binding contract between you (the "Affiliate", "you") and Venture Insights, the trading brand of Al-Ufuq Al-Riyadiah for Business Services Co. (شركة الأفق الريادية لخدمات الأعمال), a company organised under the laws of the Kingdom of Saudi Arabia under Commercial Registration No. 4030527575 and VAT No. 311845887300003, with its registered address at Al-Baterji, Jeddah 23521, Kingdom of Saudi Arabia ("VI", "we", "us"). It governs your participation in VI's affiliate / referral program (the "Program"). By applying to, being approved for, or participating in the Program you accept this Agreement in full.

1. Definitions

• Affiliate — the individual or entity approved to participate in the Program.
• Referred Client — a person or entity you introduce to VI through your tracked referral link.
• Qualifying Referral — a Referred Client who meets every condition in §6.
• Net Revenue — the fee VI actually collects on a Referred Client's engagement, excluding Value Added Tax (VAT), and net of any discounts, coupons, refunds, credits or chargebacks.
• Commission — the amount payable to you under §5 on a Qualifying Referral.
• Attribution Window — the 90-day period, measured from your first tracked touch, within which a Referred Client's first paid engagement must occur to qualify.
• Maturity / Maturity Hold — the 30-day period after VI receives a Referred Client's payment, after which an accrued Commission becomes payable (the refund-protection hold, §7).

2. Eligibility & approval

Participation is by application and is granted at VI's sole discretion; VI may accept or decline any applicant without giving reasons. You must provide accurate, complete and current information and keep it up to date. You must be legally capable of entering into this Agreement and, where you act for an entity, authorised to bind it. One account per Affiliate — duplicate, and multiple accounts controlled by the same person or beneficial owner, are prohibited and may be merged, suspended or terminated. VI may re-verify your eligibility at any time.

3. Independent referral partner — relationship of the parties

You participate as an independent, non-exclusive referral partner. Nothing in this Agreement creates an employment, agency, partnership, joint-venture or franchise relationship between you and VI, and you are not VI's employee, agent or representative. You have no authority to bind VI, to enter into contracts, to quote, price, discount or negotiate, to make any promise, warranty or representation on VI's behalf, or to hold yourself out as able to do so. You introduce prospective clients to VI; VI alone decides whether to engage a Referred Client and on what terms. You bear your own costs of promoting VI and are free to promote other businesses, provided you do not misrepresent your relationship with VI.

4. Referral licence & use of VI's name and marks

Subject to your compliance with this Agreement, VI grants you a limited, non-exclusive, non-transferable, revocable licence to refer to the "Venture Insights" name and to use marketing materials VI expressly approves, solely to promote the Program. You must not: (a) imply that you are employed, endorsed, sponsored by, or speaking for VI, or that VI endorses you; (b) make any false, misleading or exaggerated claim about VI, its services, pricing or results; (c) register, use or bid on VI's trademarks, brand terms or confusingly similar variants as keywords in paid search or other paid advertising (brand-bidding is prohibited); (d) register domain names, social handles, or app/store listings incorporating VI's marks; or (e) modify VI's marks or use them in a disparaging or unlawful context. All goodwill in VI's marks accrues to VI. VI may revoke this licence and require you to cease all use of its name and marks at any time.

5. Commission

For each Qualifying Referral you earn a one-time Commission of 10% of the Net Revenue (VAT-exclusive) that VI actually collects on that Referred Client's first paid engagement with VI. The Commission is one-time per Referred Client — subsequent engagements, renewals or additional purchases by the same Referred Client do not earn further Commission. The rate applied is the Program rate in effect at the time the Commission accrues, and is fixed to that Commission once accrued; VI may change the prospective Program rate on notice, but a change never re-prices a Commission already accrued. Commission is calculated on Net Revenue only — never on VAT, and never on amounts VI does not actually collect.

6. Qualifying Referral & attribution

A referral qualifies only when ALL of the following are true: (a) the Referred Client is a new customer — an email/identity not already known to, in the pipeline of, or engaged with VI (not already present in VI's contacts/CRM) at the time of your first tracked touch; (b) the introduction is attributed to you via your tracked referral link; (c) the Referred Client's first paid engagement with VI is executed and paid within the 90-day Attribution Window; and (d) attribution is determined on a last-touch basis (where more than one affiliate touched the client, the most recent qualifying touch within the window wins). Self-referrals are prohibited and void: you may not refer yourself, any account, alias, email or entity you own or control, or a person acting in concert with you, and you may not purchase on a Referred Client's behalf or arrange a referral for your own benefit. VI's records and tracking data are determinative of whether, when and to whom a referral is attributed, and of Net Revenue.

7. Payment

Commission accrues when the Referred Client's invoice is actually paid. It matures 30 days after that payment (the Maturity Hold, which protects against refunds and chargebacks). Matured, unpaid Commission is settled in a monthly payout run, once your matured, unpaid balance reaches the minimum of SAR 500; balances below the minimum roll forward to a later run. Payouts are made in Saudi Riyals (SAR) by bank transfer to the account you provide. You are solely responsible for the accuracy of your payout and bank details; VI is not liable for payments delayed or misdirected because you supplied incorrect, incomplete or out-of-date information. Each payout is recorded in-app with a pro-forma statement.

8. Taxes, VAT & ZATCA

You are solely responsible for your own taxes and for any tax due on your Commission, and for your own tax registration, filing and reporting. If you are VAT-registered, you must issue VI a ZATCA-compliant tax invoice for your Commission plus applicable VAT before payment, and VAT will be handled accordingly. If you are not VAT-registered, no VAT is added and you must not charge VAT. VI's payout statement is a pro-forma remittance advice, not a ZATCA tax invoice. You must provide accurate legal name, VAT-registration status, and VAT/CR numbers where applicable, and keep them current.

9. Refunds, chargebacks & clawback

If an engagement that earned a Commission is later refunded, voided, cancelled, charged back or otherwise reversed (in whole or in part), the corresponding Commission is reversed / clawed back: an unpaid Commission is cancelled, and a Commission already paid to you is recoverable by VI and may be set off against your current or future balances or otherwise reclaimed. VI may withhold, reverse or recover any Commission connected with fraud, gaming, incentivised or misleading promotion, or breach of this Agreement.

10. Prohibited conduct

You must promote VI only lawfully, truthfully and in good faith. You must not: send spam or unsolicited bulk messaging (email, SMS, WhatsApp or otherwise) or breach any anti-spam or consumer-protection law; make false, deceptive or misleading claims; engage in cookie-stuffing, forced clicks, or falsified tracking; make incentivised, self-dealing or self-referral referrals (§6); misuse VI's trademarks or brand-bid (§4); impersonate VI or any person, or misrepresent your relationship with VI; purchase on a Referred Client's behalf or otherwise manufacture a referral; or promote VI through any unlawful, deceptive, infringing or reputationally harmful means. Breach may result in immediate suspension or termination and forfeiture of affected Commission.

11. Confidentiality & data protection (PDPL)

You must keep confidential any non-public information VI shares with you and use it only for the Program. In introducing Referred Clients you must handle any personal data lawfully and fairly and in compliance with the Saudi Personal Data Protection Law (PDPL) and applicable regulations: collect and share only data the individual has provided or consented to share, do not buy, scrape or misuse personal data, and do not misuse any client or prospect data. As between the parties, VI is the controller of personal data processed on its platform. You will promptly assist VI with, and comply with, any lawful data-subject or regulator request relating to your referrals.

12. Term, suspension & termination

This Agreement starts when you are approved and continues until terminated. Either party may terminate on notice (you, by closing your participation; VI, on reasonable notice). VI may suspend or terminate immediately for actual or suspected breach, fraud, gaming, or legal/regulatory risk. On termination: pending, unmatured Commission for genuine Qualifying Referrals that accrued before termination remains payable at maturity subject to §9, unless termination is for your breach, fraud or gaming — in which case VI may cancel affected Commission (accrued or matured but unpaid). Sections that by their nature survive (including §§3, 4, 8, 9, 11, 13 and 15) survive termination.

13. No guarantee, limitation of liability & indemnity

The Program is provided "as is". VI does not guarantee any volume of referrals, conversions or earnings, and may modify, pause or discontinue the Program at any time. To the maximum extent permitted by law, VI is not liable for indirect, incidental, special or consequential loss, or for lost profits or expected Commission, and VI's total aggregate liability to you under this Agreement is limited to the total Commission actually paid to you in the six (6) months preceding the event giving rise to the claim. You will indemnify and hold VI harmless against any claim, loss, liability, damage, cost or expense (including reasonable legal fees) arising from your breach of this Agreement, your promotional activities, your misuse of VI's marks, or your handling of personal data.

14. Changes, assignment & general

VI may amend this Agreement or the Program terms (including the commission rate, Attribution Window, Maturity Hold and minimum payout) on notice, including by posting an updated version; your continued participation after the effective date constitutes acceptance. You may not assign this Agreement without VI's prior written consent; VI may assign it to an affiliate or successor. This Agreement (with the documents it references) is the entire agreement between the parties on its subject matter and supersedes prior understandings. If any provision is held invalid or unenforceable, the rest remains in effect. VI's failure to enforce a provision is not a waiver.

15. Governing law & venue

This Agreement is governed by, and construed in accordance with, the laws of the Kingdom of Saudi Arabia. The parties submit to the exclusive jurisdiction of the competent courts / arbitral seat in Jeddah, Kingdom of Saudi Arabia, for any dispute arising out of or in connection with this Agreement. Where the Arabic and English versions differ, the Arabic version prevails.

Questions about this Agreement: [info@ventureinsights.com.sa](mailto:info@ventureinsights.com.sa).