Terms & Conditions
Last updated: 8th January 2026
These Affiliate Terms & Conditions (“Terms”) govern your participation in the Vidonary Affiliate Programme (“Programme”). By applying to join, accepting an invitation, or promoting Vidonary using an affiliate link, you agree to these Terms.
Vidonary is a trading name of VIDEOFLO LTD (“Company”, “we”, “us”, “our”). You are the “Affiliate”, “Partner”, or “you”.
For the purposes of these Terms, “Affiliate Tool” means the partner software we provide or use (including PartnerStack) to manage referrals, tracking, and payouts.
1. Eligibility, approval, and non-exclusivity
1.1 Approval only. Participation in the Programme is by approval only. We may accept or reject any application at our sole discretion.
1.2 Non-exclusivity. This Programme is non-exclusive. You may promote other products or services, and we may work with other affiliates and partners.
1.3 Ongoing eligibility. You must remain eligible to receive commission in order to continue participating and to receive payouts.
2. Relationship of the parties
2.1 You are an independent contractor. Nothing in these Terms creates a partnership, joint venture, agency, employment relationship, or franchise between you and the Company.
2.2 You have no authority to bind the Company, represent yourself as our agent, or make commitments on our behalf.
3. Commission types and rewards
3.1 Standard (Partner) affiliates — cash commission
3.1.1 Standard affiliates earn 30% cash commission on subscription revenue generated from eligible referred customers, for the lifetime of the customer, provided the customer remains an active paying subscriber and your account remains in good standing.
3.1.2 Commission is only earned on amounts actually received by the Company (net of refunds, chargebacks, or failed payments).
3.1.3 Cash only. Standard affiliate commission is paid in cash only and does not include any equity or equity credit option.
3.2 VIP affiliates — launch-specific equity credit option
This section applies only to affiliates we designate as “VIP Affiliates” in the Affiliate Tool or in writing. Unless specifically said otherwise, you will be a ‘Partner affiliate’.
3.2.1 Launch-only incentive. The equity credit option is available only for the launch period and is not available after the launch.
3.2.2 Eligibility threshold. VIP Affiliates may earn equity credit once 50 paying customers are referred during the launch period.
3.2.3 Equity credit value and cap. Equity is earned as equity credit, calculated at £500 per share, capped at 20 shares.
3.2.4 Calculation timing. Equity credit (and cash commission if applicable) is calculated three (3) months after launch, based on paid subscriptions during that period.
3.2.5 Election: equity credit or cash. VIP Affiliates may choose to receive rewards as equity credit or cash commission. This choice must be confirmed before launch. If no election is made, rewards will default to cash commission.
3.2.6 Securities clarification. Nothing in this Agreement constitutes an offer, solicitation, or invitation to acquire securities. Any equity credit is conditional, non-transferable, subject to Company approval, and will only be issued pursuant to separate legal documentation and applicable law.
3.2.7 After the launch, VIP Affiliates move to a commission-only model, as set out in the Affiliate Tool or programme policies.
3.2.8 No fractional shares. The Company does not issue fractional shares. Where equity credit calculations result in a fractional share:
(a) the Affiliate will be issued the nearest lower whole number of shares; and
(b) the remaining fractional value may, at the Affiliate’s election:
- be carried forward as equity credit until it accumulates to a whole share (subject to the cap in clause 3.2.3), or
- be paid out as cash commission, calculated in accordance with the standard commission rate applicable at the time.
Any cash election or cash alternative under this section will be paid at the standard 30% cash commission rate unless otherwise agreed in writing.
4. Tracking, cookies, and attribution
4.1 Cookie duration. The cookie length is 90 days, meaning referrals may be tracked for up to 90 days from the first click, subject to the Affiliate Tool’s tracking rules and limitations.
4.2 Attribution source of truth. Referral tracking, attribution, and commission calculations are determined by the Affiliate Tool and our internal records. Where there is any conflict, our determination (acting reasonably) is final.
4.3 Multiple affiliates / overlapping touchpoints. If more than one affiliate is associated with the same customer journey, attribution will be decided according to the Affiliate Tool’s rules (including any “locking period”, last-click logic, or other attribution settings), and our decision is final.
4.4 Existing customers and excluded referrals. You are not eligible for commission where, in our reasonable determination:
- the customer is an existing customer or account in our systems before the referral click;
- the customer is already in an active sales or partnership process with us;
- the referral is not properly tracked due to deletion of cookies, privacy settings, ad blockers, device switching, or tracking limitations;
- the referral results from prohibited conduct under these Terms.
4.5 No manual adjustments obligation. We may, but are not required to, make manual tracking or attribution adjustments.
5. Payments, payouts, and tax
5.1 Payment frequency. Eligible cash commissions are paid monthly.
5.2 Payment method. Payments are made via Stripe (or another method stated in the Affiliate Tool).
5.3 Account setup requirement. To receive payment, you must:
- accept these Terms in the Affiliate Tool (or via written confirmation);
- maintain a valid payout method and required details in the Affiliate Tool; and
- complete any required tax documentation requested by the Affiliate Tool or Company.
5.4 Tax responsibility. You are responsible for declaring and paying all taxes, VAT, duties, and fees applicable to your commission or reward.
5.5 Withholding / offsets. We may withhold or offset commissions where required by law, to correct errors, or to reflect refunds/chargebacks.
5.6 Forfeiture for missing payment setup. If you fail to provide valid payout details and complete required setup steps within six (6) months of a commission becoming payable, we may treat the unpaid amount as forfeited and have no further obligation to pay it.
6. Promotion rules and prohibited conduct
You must not, directly or indirectly:
6.1 Make misleading claims. This includes income promises, guaranteed results, “set and forget” claims, or claims inconsistent with our official product pages.
6.2 Impersonate the Company or founders. You must not pretend to be Vidonary/VIDEOFLO LTD, our staff, or our founders, or imply you speak on our behalf.
6.3 Spam or unsolicited outreach. No cold email to scraped lists, purchased lists, bulk unsolicited DMs, or similar spam tactics.
6.4 Run paid ads on our brand terms. You must not bid on “Vidonary”, “VideoFlo”, “VIDEOFLO LTD”, or close variations/misspellings, or run paid ads that appear to be from the Company.
6.5 Offer unauthorised discounts or incentives. You may not claim to offer official discounts, coupons, or bonuses unless we have explicitly provided them.
6.6 Fraudulent or abusive tracking behaviour. This includes cookie stuffing, hidden iframes, pop-ups designed to force cookies, masking referral URLs, or any attempt to manipulate tracking.
6.7 Self-referrals. You must not use your own affiliate link to purchase Vidonary for yourself (unless we explicitly approve this in writing).
We may terminate your participation immediately for any breach of this section and withhold unpaid commissions related to the breach.
7. Brand use and marketing materials
7.1 We may provide brand assets (logos, screenshots, templates) for optional use.
7.2 You may not alter our logos in a misleading way, or use our brand in a way that implies we endorse your business or that you are an official representative.
7.3 You must promptly remove branding, links, or claims of participation if we request it or if your affiliate account is terminated.
8. Confidentiality
8.1 You agree to keep confidential any non-public information we share, including (without limitation) equity arrangements, internal metrics, conversion rates, roadmap details, pricing strategy, launch performance, and PartnerStack reports.
8.2 You may not disclose the terms of any equity credit arrangement except as required for your legal/tax obligations.
8.3 Confidentiality obligations continue after termination.
9. Term, changes, and termination
9.1 Term. These Terms apply while you participate in the Programme.
9.2 Programme changes. We may update or replace these Terms or change the Programme (including commission rates, rules, and eligibility) by notifying you via the Affiliate Tool, email, or similar electronic means. Continued participation after notice constitutes acceptance.
9.3 Termination by you. You may terminate participation at any time by notifying us or using the Affiliate Tool.
9.4 Termination by us. We may suspend or terminate your participation:
- immediately for breach, suspected fraud, or brand harm; or
- at our discretion with or without notice.
9.5 Effect of termination on commission.
- If terminated for cause (breach/fraud/brand harm), you forfeit any unpaid commissions or rewards associated with the breach, and we may withhold pending amounts.
- If terminated without cause, we will pay eligible commissions that were properly tracked and earned up to the termination date, subject to the Affiliate Tool’s locking period and these Terms.
9.6 On termination, you must stop promoting Vidonary using our branding or affiliate links and remove Programme references promptly.
10. Disclaimers and limitation of liability
10.1 We do not guarantee any earnings, conversions, or performance outcomes.
10.2 To the fullest extent permitted by law, we are not liable for indirect, special, incidental, consequential, or punitive damages arising from participation in the Programme.
10.3 Our total aggregate liability to you under these Terms is limited to the total commission actually paid or payable to you in the twelve (12) months prior to the event giving rise to the claim.
11. Indemnity
You agree to indemnify and hold harmless VIDEOFLO LTD and its directors, officers, employees, and contractors from any third-party claims arising from your breach of these Terms, unlawful marketing activity, misleading claims, or failure to comply with disclosure requirements.
12. Legal compliance and disclosure
12.1 You are responsible for complying with all applicable laws and regulations, including marketing, advertising, and consumer protection rules.
12.2 You are responsible for clearly disclosing your affiliate relationship where required (e.g. “affiliate link”, “I may earn commission”), including on social platforms and email where applicable.
13. Governing law
These Terms are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction.