Please read this Praktika.ai Affiliate Program Agreement (the “Agreement”) carefully. It governs participation in the Praktika.ai affiliate program and contains important provisions concerning commissions, advertising restrictions, intellectual property, liability, and dispute resolution.
This Agreement is between Praktika.ai Company, 919 N Market St., Ste 950, Wilmington, Delaware 19801, USA (“Praktika,” “we,” “us,” or “our”) and the individual or legal entity applying for or participating in the Program (“Affiliate,” “you,” or “your”). For a new applicant, this Agreement becomes effective when Praktika approves the application after the Affiliate affirmatively accepts this Agreement electronically. For an existing approved Affiliate, it becomes effective when the Affiliate affirmatively accepts it electronically (in each case, the “Effective Date”). Submitting an application does not obligate Praktika to approve it.
By selecting the acceptance control, you consent to conduct Program transactions electronically, confirm that you had an opportunity to review and retain this Agreement, and agree to be bound by it, any applicable Individual Terms, and the Program Rules expressly made available in the Affiliate Portal. Praktika’s Privacy Policy and any affiliate-specific privacy notice presented during application describe how Praktika processes personal data. Any separate access to or use of Praktika’s websites, application, or customer services is governed by the applicable Terms & Conditions, which do not govern Program participation unless this Agreement expressly states otherwise. If you accept this Agreement for an organization, you represent that you have authority to bind that organization.
1. Definitions
For this Agreement:
“Affiliate Account” means your account in the Affiliate Portal.
“Affiliate Link” means a tracking link, referral code, coupon code, landing-page link, or other attribution method issued or approved by Praktika for your use.
“Affiliate Portal” means the online platform or dashboard designated by Praktika for administering the Program, including any third-party affiliate-management platform used by Praktika.
“Commission” means the amount that may become payable to you for a Valid Transaction under the commission terms applicable to your Affiliate Account.
“Authorized Praktika Signatory” means an officer of Praktika or another person whom Praktika expressly identifies in the Affiliate Portal or a written notice as authorized to approve Individual Terms.
“Customer” means an eligible natural person who purchases a Qualifying Subscription through an Affiliate Link and is attributed to you under the Program’s tracking rules. A person does not become a new Customer by using a different account, email address, device, payment method, or other identifier.
“First Payment” means the first successfully settled charge for a Customer’s initial Qualifying Subscription, including the first successful charge after a free trial or a successful retry after a declined charge. A declined authorization is not a First Payment. Only one First Payment may qualify per Customer. A renewal, later installment, reactivation, resubscription, additional account, upgrade, add-on, later subscription, or other subsequent charge is not a First Payment unless Individual Terms expressly state otherwise.
“Individual Terms” means a written offer or amendment that expressly identifies itself as Individual Terms under this Agreement, states the affected commercial terms, scope, effective date, and duration or termination mechanism, and is accepted through the Affiliate Portal or confirmed in writing by an Authorized Praktika Signatory and accepted by the Affiliate. Routine correspondence, campaign discussions, projections, presentations, proposed terms, public statements, content approvals, and communications from personnel who are not so authorized do not create Individual Terms or payment obligations.
“Praktika Marks” means Praktika, Praktika.ai, Praktika logos, product names, character or tutor names identified by Praktika, domain names, slogans, and other trademarks, service marks, trade names, branding, or confusingly similar variations or misspellings.
“Program” means the Praktika.ai affiliate program administered by Praktika through the Affiliate Portal. The public page at https://praktika.ai/affiliate is a general marketing summary and does not modify the Commission terms or other provisions of this Agreement.
“Program Materials” means logos, graphics, copy, videos, screenshots, links, landing pages, briefs, brand guidelines, and other promotional materials supplied or approved by Praktika.
“Program Rules” means the operational parameters displayed in the Affiliate Portal or otherwise provided to you in writing for the Program, including approved channels, attribution methods, tracking windows, Validation Periods, payout thresholds, and campaign requirements. Program Rules do not amend this Agreement or Individual Terms.
“Related Affiliate Account” means another Affiliate Account that Praktika reasonably determines, based on reliable information, has the same legal or beneficial owner, controller, or payment recipient; is operated by or for the Affiliate or a person or entity under common control with the Affiliate; or is coordinated with the Affiliate Account to avoid a Program restriction, validation check, payout threshold, suspension, or other enforcement measure. Praktika may consider account, contact, tax, payment, ownership, domain, promotional-channel, device, network, and transaction-pattern information. No single shared address, device, payment method, or network identifier is by itself conclusive.
“Qualifying Revenue” means the amount of a First Payment actually received and retained by Praktika for the Qualifying Subscription, after deducting discounts, coupons, credits, refunds, reversals, chargebacks, sales taxes, value-added taxes, and similar government charges. Qualifying Revenue does not include amounts not actually collected by Praktika. If only part of a First Payment is later refunded, credited, reversed, or charged back, Qualifying Revenue and the related Commission are reduced proportionately to the amount Praktika no longer retains. Payment-processing and Program-administration fees do not reduce Qualifying Revenue unless Individual Terms expressly state otherwise.
“Qualifying Subscription” means an eligible paid Praktika subscription purchased through the web flow or other channel expressly included in the Program. App-store purchases, enterprise contracts, reseller transactions, or other products or channels are excluded unless Praktika expressly designates them as eligible.
“Validation Period” means the review period stated in the Affiliate Portal or applicable campaign terms when the First Payment is processed, during which Praktika reviews the transaction for cancellation, refund, chargeback, fraud, attribution, and compliance.
“Valid Transaction” means a Qualifying Subscription that is properly attributed to you, is genuine and lawful, has passed Praktika’s validation checks, remains active and uncancelled through the applicable Validation Period, has not been refunded or charged back, and otherwise complies with this Agreement.
2. Application, Eligibility, and Approval
You must submit complete and accurate information when applying to the Program and must keep your contact, payment, tax, promotional-channel, and account information current.
Praktika may approve or reject any application in its discretion. Approval is specific to the person or entity and promotional channels identified in the application. Praktika may request additional information, review your websites or channels, require verification, limit participation, suspend an application, or withdraw approval where reasonably necessary to protect the Program, Customers, or the Praktika brand.
You must disclose the websites, account handles, applications, paid-media accounts, and other material traffic sources you use for the Program. You must obtain Praktika’s written approval before using a materially different channel or engaging a sub-affiliate, affiliate network, agency, media buyer, or other third party to promote Praktika. You remain responsible for everyone acting on your behalf.
You must be at least 18 years old and legally able to enter into this Agreement. You may not participate if doing so would violate applicable law, sanctions, export controls, contractual restrictions, or the rules of a platform you use.
You enter this Agreement for business or professional purposes and not primarily for personal, family, or household purposes.
Unless Praktika approves otherwise in writing, you may maintain, control, or receive the benefit of only one Affiliate Account and may not establish or use an account in another person’s or entity’s name for your benefit. You must promptly disclose any Related Affiliate Account on request.
Praktika may administer Related Affiliate Accounts together for application review, verification, transaction validation, payment holds, suspension, and termination. Payout balances or thresholds may be combined, and amounts may be transferred or set off between Related Affiliate Accounts, only where the same legal person is the Affiliate or designated payment recipient for the affected accounts, the account holders have expressly authorized that treatment, or applicable law otherwise permits it. Treating accounts as related does not, by itself, invalidate an otherwise Valid Transaction.
An Affiliate Account may not be transferred, sold, sublicensed, or shared without Praktika’s prior written approval.
3. Program Operation
Praktika may provide Affiliate Links, Program Materials, Affiliate Portal access, reporting, and web landing pages. Praktika controls the Program, its technology, landing pages, pricing, subscription offerings, customer experience, tracking methods, and approval of participating Affiliates.
Praktika may create, modify, replace, suspend, or discontinue any landing page, offer, Affiliate Link, Program Material, product, subscription, discount, or Program feature. Praktika does not guarantee that any specific page, product, price, discount, or promotional asset will remain available. Where practicable, Praktika will give reasonable notice before retiring a functioning Affiliate Link or landing page, but may act immediately for legal, security, fraud, technical, brand-safety, or urgent commercial reasons.
You are responsible for checking that your Affiliate Links function correctly before and during a promotion. You must use only Affiliate Links, codes, landing pages, and Program Materials supplied or approved by Praktika. Affiliate-created content does not require case-by-case approval unless Praktika or applicable campaign terms require it, but all claims must be accurate, current, supportable, and consistent with Praktika’s approved materials. Modified or translated Program Materials, custom landing pages, and campaign-specific claims require prior written approval.
Where this Agreement requires Praktika’s approval, approval must be given in writing through the Affiliate Portal or by email from an authorized Praktika representative. Approval applies only to the specific channel, campaign, content, territory, and period identified; silence is not approval. Approval of a channel, campaign, or content does not create Individual Terms, change a Commission, or waive this Agreement. Praktika may withdraw approval prospectively, or immediately where reasonably necessary for legal, fraud, security, or brand-safety reasons.
4. Commission Structure
4.1 Default Commission
Unless your Affiliate Account or Individual Terms state otherwise, the default Commission is 30% of Qualifying Revenue from the Customer’s First Payment only.
The default Commission is a one-time revenue share. No Commission is earned on renewals, recurring subscription payments, upgrades, add-ons, later purchases, or additional subscription periods.
4.2 Tiers and Custom Rates
Praktika may operate different commission tiers, groups, campaigns, or performance levels. Praktika may promote, reassign, or remove an Affiliate from a tier based on performance, audience fit, compliance, commercial considerations, or other Program criteria.
A Commission is calculated using the rate, tier, and payment structure assigned to your Affiliate Account when the Customer’s First Payment is successfully processed, unless applicable Individual Terms expressly identify a different calculation event. A later tier or rate change applies only to First Payments processed on or after its stated effective time and will not reduce a Commission associated with an earlier First Payment, except to correct an error or address a refund, reversal, chargeback, fraud, abuse, or legal requirement.
4.3 Individual Terms
Praktika and an Affiliate may agree to Individual Terms, including a different Commission rate, performance bonus, campaign, deliverable, flat fee, recurring arrangement, or payment condition. Individual Terms override this Agreement only for the subject, scope, and period they expressly identify. A change to a legal or compliance provision in Sections 8 through 22 must identify the specific provision being changed and be contained in a written instrument signed by an Authorized Praktika Signatory. All other provisions of this Agreement remain in effect.
No oral statement or informal discussion changes this Agreement or creates a payment obligation. An Affiliate may not rely on a purported approval or commitment that does not satisfy the definition of Individual Terms and this Section.
4.4 Revenue Share Only
Unless Individual Terms expressly state otherwise, Praktika pays only for Valid Transactions. Non-commissionable events include, without limitation, the following. This list is illustrative and not exhaustive:
- clicks, impressions, views, reach, engagement, installs, registrations, leads, free trials, or account creation;
- renewals, recurring payments, upgrades, add-ons, or later purchases;
- purchases that are not properly attributed through an approved Affiliate Link;
- self-referrals or purchases by the Affiliate, its personnel, or persons acting on its behalf;
- duplicate, test, fraudulent, artificial, or incentivized transactions not approved by Praktika;
- purchases obtained through prohibited promotional methods;
- subscriptions cancelled during the applicable Validation Period;
- transactions for which Praktika does not receive and retain the applicable payment;
- taxes, credits, discounts, refunded amounts, reversals, or chargebacks excluded from Qualifying Revenue;
- purchases by a person who is not a new Customer under the one-First-Payment rule; or
- transactions generated through an undisclosed or unapproved Affiliate Account, Related Affiliate Account, sub-affiliate, or traffic source.
Praktika may identify additional non-commissionable events in the Affiliate Portal or Program Rules. Any new category applies only to First Payments processed after its effective date, except where necessary to address fraud, abuse, attribution errors, refunds, reversals, chargebacks, or legal requirements.
5. Cancellations, Refunds, Chargebacks, and Fraud
No Commission is payable if, during the applicable Validation Period, the Customer requests cancellation of the Qualifying Subscription or Praktika terminates it, whether or not the Customer retains access until the end of the paid period and whether or not a refund has yet been issued.
If, after a Commission has been credited or paid, Praktika discovers that the subscription was cancelled during the applicable Validation Period, that all or part of the First Payment was later refunded, credited, reversed, or charged back, or that the transaction was duplicate, fraudulent, artificial, or credited in error, Praktika may recalculate Qualifying Revenue and the related Commission. For a partial refund, credit, reversal, or chargeback, the Commission will be reduced by applying the applicable Commission rate to the portion of the First Payment that Praktika no longer retains. The remaining portion will not be invalidated solely because the adjustment was partial if the transaction otherwise remains a Valid Transaction. Praktika may reverse an excess credited Commission, set off an excess paid Commission, or request repayment. A cancellation first requested after the Validation Period, without a refund, reversal, or chargeback, does not by itself permit a clawback.
Praktika may hold an affected Commission and, where a pattern of refunds, chargebacks, fraud, attribution manipulation, or other irregularities creates reasonably anticipated exposure, a reasonable additional portion of your pending or approved balance needed to cover that exposure. Where legally permitted and consistent with the integrity of the investigation, Praktika will notify you of the general reason for the hold and release any undisputed amount not reasonably needed for the review. Praktika will use reasonable efforts to complete a review promptly. A hold will ordinarily not exceed 90 days, but may continue while an underlying bank, payment-provider, regulatory, law-enforcement, or similar third-party process remains unresolved, while you have not provided reasonably requested information, or as required by law.
To the extent permitted by law, Praktika may set off any documented amount then due and payable from you under this Agreement against any amount otherwise payable to you. Setoff involving a Related Affiliate Account is permitted only under the conditions stated in Section 2. Praktika will identify the basis and amount of the setoff. If available balances are insufficient, you must repay the remaining amount within 30 days after written notice. A timely good-faith dispute under Section 7 suspends repayment of the disputed portion while Praktika reviews it, but does not delay payment or repayment of an undisputed amount. These rights survive suspension or termination.
6. Tracking and Attribution
Praktika or its designated Affiliate Portal provider tracks transactions using Affiliate Links and other approved technologies. The Affiliate Portal or applicable campaign terms will state the applicable attribution method, tracking window, Validation Period, and transaction status before the relevant referral or First Payment. Attribution rules and the tracking window in effect when the relevant referral occurs govern attribution; the Validation Period in effect when the First Payment is processed governs validation. Changes apply prospectively unless required to correct an error, address fraud or abuse, or comply with law.
For purposes of the one-First-Payment rule, Praktika may determine that different customer accounts or subscriptions belong to the same Customer using reasonably reliable account, contact, payment, subscription, device, and fraud-prevention information. Praktika may consider a combination of indicators and evidence of an attempt to avoid the rule, but will not treat a shared household address, payment method, device, or network identifier as conclusive by itself. A transaction reasonably determined to duplicate a Customer’s earlier First Payment is not a Valid Transaction, subject to correction of manifest error under this Section and the dispute procedure in Section 7.
Praktika’s and its service provider’s records will control for calculating clicks, referrals, Customers, Valid Transactions, Qualifying Revenue, and Commissions, absent manifest error.
If you submit a timely dispute under Section 7, Praktika will correct any manifest tracking or accounting error confirmed by Praktika’s or its service provider’s records.
Tracking may be affected by deleted or blocked cookies, privacy settings, ad blockers, browser or device restrictions, incorrect links, interrupted redirects, a Customer’s use of multiple devices or browsers, or other technical conditions outside Praktika’s reasonable control. Praktika is not required to pay a Commission where a transaction cannot be reliably attributed to you.
Praktika is not required to apply an Affiliate Link retroactively or manually attribute a transaction after purchase. You may not alter, obscure, bypass, interfere with, or manipulate Affiliate Links, tracking technology, attribution, or reporting.
7. Commission Approval and Payment
Subject to this Agreement, approved Commissions are paid monthly through the payment method made available in the Affiliate Portal after the applicable Validation Period and once any minimum payout threshold shown in the Affiliate Portal is reached.
Payment is subject to:
- your submission of accurate payment, identity, and tax information;
- completion of fraud, cancellation, refund, and compliance checks;
- the transaction becoming a Valid Transaction;
- any lawful withholding, reporting, or verification requirement; and
- any payment-provider limitations applicable to your country or payment method.
You are responsible for taxes arising from Commissions paid to you. Praktika may withhold taxes where required by law. You are also responsible for fees charged by your bank, payment provider, or currency-conversion service.
The Affiliate Portal will identify the Affiliate Account’s reporting currency and available payout currencies. Qualifying Revenue is measured in the currency in which Praktika or its payment processor settles the First Payment. If conversion is required to post a Commission, the exchange rate actually applied by the Affiliate Portal or relevant payment provider for the transaction will control. If neither applies a rate, Praktika will use a commercially reasonable rate from a recognized market source, applied consistently as of the date the transaction is posted. Once a Commission is posted, ordinary currency movements do not revalue it. Refund, reversal, and chargeback adjustments will use the amount and conversion treatment reflected in the relevant payment and Affiliate Portal records. Any further conversion when a payout is sent is subject to the payout provider’s exchange rate and fees.
If your approved balance is below the applicable minimum payout threshold, it will ordinarily carry forward to a later payment cycle. No interest accrues on unpaid balances.
If a payout cannot be completed because payment information is incomplete or inaccurate, verification remains outstanding, the selected payment method is unavailable, the payment is rejected or returned, or a bank, payment provider, sanctions rule, or other legal restriction prevents payment, Praktika may suspend the payout until the issue is resolved. Praktika will notify you where legally permitted. The approved balance will remain recorded and carry forward without interest. If a failure or return resulted from inaccurate information you supplied or rejection by your receiving institution, Praktika may deduct the actual, documented third-party return or reissue fee from the balance.
If an Affiliate Account has no login, Commission-generating activity, or response to Praktika communications for 12 consecutive months, Praktika may, after at least 30 days’ notice to the current account email address, designate the account dormant, disable Affiliate Links prospectively, and require updated verification and valid payment instructions before making a payout. Dormancy alone does not cancel or forfeit an approved Commission balance. Praktika may report and remit an unpaid balance as unclaimed property when required by applicable law. To the extent an amount is lawfully remitted to a government authority, Praktika’s payment obligation for that amount is discharged and you must seek recovery from that authority.
Following termination, Praktika will pay any approved and undisputed Commission balance in the next ordinary payment cycle after validation is complete, even if the balance is below the ordinary payout threshold, subject to legally required withholding and payment-provider limitations. Where permitted by law and disclosed before payment, Praktika may deduct an actual third-party payout fee from a final payment below the ordinary threshold.
You must report a good-faith dispute concerning a Commission, adjustment, hold, setoff, repayment request, or payment calculation within 30 days after the relevant statement, notice, or status first appears in the Affiliate Portal or is otherwise provided to you, using the Portal’s dispute function or by emailing support@praktika.ai with the subject line “Affiliate Commission Dispute.” Include your Affiliate Account identifier, the relevant transaction date or identifier, the disputed amount, and the basis of the dispute. Do not include payment-card data or unnecessary Customer personal data. Failure to notify Praktika within that period waives the dispute to the extent permitted by law.
8. Affiliate Responsibilities
You will:
- promote Praktika lawfully, accurately, professionally, and in good faith;
- clearly identify your promotional channels and traffic sources when requested;
- make only current, truthful, and supportable statements about Praktika;
- comply with Praktika’s brand guidelines, campaign briefs, and reasonable written instructions;
- clearly and conspicuously disclose your affiliate relationship and any material connection with Praktika as required by law and platform rules; the disclosure must be easy to notice and understand, in the same language as the endorsement, and placed close to the endorsement or Affiliate Link rather than hidden behind a profile page, “more” link, or vague wording;
- obtain all rights, licenses, permissions, and consents required for content you publish;
- ensure your content does not infringe intellectual property, privacy, publicity, or other rights;
- maintain appropriate security for your Affiliate Account and promptly report suspected unauthorized access;
- cooperate reasonably with compliance, fraud, or attribution reviews;
- promptly correct or remove inaccurate, noncompliant, or outdated content when Praktika requests it;
- for email, SMS, or other direct marketing, obtain any consent required by law, identify the sender, provide an effective opt-out, promptly honor opt-out requests, and avoid purchased or scraped contact lists;
- not knowingly direct Program promotions to children or persons below the minimum age permitted to use Praktika in their location, use child-directed targeting, or collect children’s personal data in connection with the Program;
- retain, for 24 months after the later of the relevant promotion or related payment, reasonable records of advertisements, disclosures, placement dates, traffic sources, paid-search terms, sub-affiliate activity, and legally required marketing consent, and provide relevant records on reasonable request, subject to applicable law; and
- comply with applicable anti-bribery, anti-corruption, sanctions, and export-control laws and not offer anything of value to improperly influence any person in connection with the Program.
On at least 10 business days’ written notice, Praktika or an independent auditor bound by confidentiality may inspect records reasonably necessary to verify compliance with this Agreement and the eligibility or calculation of Commissions. An audit will occur no more than once in any 12-month period unless Praktika reasonably suspects fraud or a material breach, is responding to a regulator, platform, bank, or payment provider, or is conducting a follow-up review. Audits will be remote where reasonably practicable, conducted during normal business hours, and limited to what is reasonably necessary. You may redact unrelated confidential information and personal data, provided enough information remains to complete the review, and you must not provide full payment-card data.
Each party will bear its own audit costs. If an audit identifies fraud, intentional misconduct, or an overpayment exceeding both 5% of the Commissions examined and USD 1,000 or its equivalent, you must reimburse Praktika’s reasonable, documented, direct third-party audit costs. Any Commission overpayment must be repaid regardless of whether the audit-cost threshold is met. This audit right survives termination for the applicable record-retention period.
You may not make commitments, warranties, guarantees, representations, or offers on Praktika’s behalf. You may not represent that you are Praktika’s employee, agent, exclusive representative, or authorized reseller.
An affiliate disclosure may state, for example: “I earn a commission if you subscribe through this link.” This example is not a safe harbor; you remain responsible for choosing a clear and conspicuous disclosure that satisfies the laws, format-specific requirements, and platform rules applicable to your content and audience.
9. Prohibited Promotional Conduct
You may not:
- use spam, unsolicited commercial messages, unlawful direct marketing, false endorsements, misleading claims, deceptive interfaces, forced redirects, malware, adware, pop-ups, click exchanges, traffic exchanges, or similar abusive practices;
- use cookie stuffing, hidden frames, automatic redirects, toolbars, browser extensions, software, scripts, bots, or other mechanisms that place or trigger tracking without a genuine user action;
- make self-referrals, coordinate artificial purchases, use stolen payment methods, or otherwise generate fraudulent or non-genuine transactions;
- offer cashback, rewards, rebates, discounts, coupon codes, or other incentives unless Praktika supplied or approved them in writing;
- use coupon codes issued to another Affiliate or publish a private code on an unauthorized coupon or deal site;
- impersonate Praktika or create content, websites, profiles, apps, communications, or interfaces likely to be mistaken for an official Praktika property;
- register or use a domain, subdomain, application name, social-media name, account name, or business identifier containing a Praktika Mark or a confusingly similar term;
- promote Praktika alongside unlawful, infringing, hateful, discriminatory, violent, sexually explicit, deceptive, or otherwise brand-unsafe content;
- misrepresent price, discounts, product capabilities, learning outcomes, availability, subscription terms, refunds, or your relationship with Praktika;
- copy, scrape, modify, or distribute Program Materials except as permitted by this Agreement;
- take any action intended to divert, overwrite, intercept, or misattribute traffic or a Commission belonging to another Affiliate or to Praktika;
- cloak or mask a link, redirect, referrer, or other traffic-source information to conceal an unapproved channel or promotional method;
- permit a sub-affiliate, affiliate network, agency, media buyer, or other third party to promote Praktika without the approval required by Section 2; or
- create or use multiple or Related Affiliate Accounts to avoid a validation check, payout threshold, hold, rate, restriction, suspension, termination, or other Program requirement.
Praktika may determine whether a promotional method is inconsistent with this Agreement and may require you to stop using it.
10. Brand PPC and Paid Advertising
Brand PPC is strictly prohibited. You may not, directly or through any third party, bid on, purchase, target, or otherwise use any Praktika Mark, or any misspelling, translation, variation, or confusingly similar term, as a keyword, search term, audience signal, app-store search term, campaign target, or other paid-advertising trigger.
This restriction applies to Google Ads, Microsoft Advertising or Bing Ads, Apple Search Ads, paid social platforms, app-install networks, retail or marketplace advertising, and any other pay-per-click, pay-per-impression, sponsored-search, or auction-based advertising platform.
You may not:
- use a Praktika Mark in paid-search or app-store ad copy, headlines, display URLs, tracking templates, advertiser names, app names, or metadata;
- direct-link or redirect a paid advertisement to a Praktika website or Praktika-provided landing page without prior written approval;
- use a Praktika Mark in other paid-advertising creative except through unmodified Program Materials approved for that channel; or
- circumvent this section through broad match, automated or AI-generated campaigns, alternate spellings, foreign-language versions, or third parties.
Where the advertising platform supports negative keywords or exclusions, you must add Praktika Marks and reasonable variations as negative keywords for relevant paid-search campaigns.
Non-brand paid advertising is not prohibited solely because it is paid, but it must use an approved channel, comply with this Agreement, avoid Praktika Marks as targeting terms, and not direct-link to a Praktika property without prior written approval. It remains subject to Praktika’s right to require review or discontinuation.
All Commissions attributable to traffic generated through conduct prohibited by this Section are not earned, are forfeited, and will not be payable. If any such Commission has already been credited or paid, Praktika may reverse it, set it off against amounts otherwise payable, or require repayment under Sections 5 and 7. Any breach of this Section constitutes a material breach, and Praktika may terminate the Affiliate’s participation immediately under Section 16.
11. Program Materials, Intellectual Property, and Content Review
Subject to this Agreement, Praktika grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license while this Agreement remains in effect to use approved Program Materials and Praktika Marks solely to promote Praktika through approved channels. When this Agreement ends, that license continues for no more than three business days solely to allow you to remove existing materials as required by Section 16; you may not publish new Program promotions during that period.
Praktika and its licensors retain all ownership and intellectual-property rights in Praktika, the Program, Program Materials, Praktika Marks, products, software, landing pages, technology, and services. No ownership right is transferred to you.
All goodwill arising from your use of the Praktika Marks benefits Praktika. You may not challenge, assist another person in challenging, or register rights in any Praktika Mark.
You may resize approved Program Materials without distortion but may not otherwise edit, translate, animate, combine, or modify them without prior written approval. You must follow any trademark notices and brand-use instructions supplied by Praktika.
Praktika may request to review content before or after publication and may require reasonable factual, legal, brand-safety, or disclosure corrections. Approval of content does not transfer responsibility for your content to Praktika.
You represent that you have the rights needed to grant the following license. You grant Praktika a worldwide, non-exclusive, royalty-free right while this Agreement remains in effect to display, link to, repost, and use your public Program-related content for Program administration, internal reporting, and reasonable organic promotion of the Affiliate relationship, with attribution where customary. After termination, Praktika may continue to display content that it lawfully reposted or incorporated into its non-paid channels before termination, including the name, handle, or likeness appearing in that content, and may retain, reproduce, and disclose non-public archival copies to personnel, professional advisers, service providers, regulators, or courts as reasonably necessary for legal, compliance, audit, fraud-investigation, dispute-resolution, and recordkeeping purposes. Praktika will not begin a new public promotional use of your name, likeness, or content after termination, or use it in paid advertising, unless Individual Terms or a separate permission authorize that use.
12. Landing Pages and Customer Relationship
Praktika may provide or designate web landing pages for Affiliate promotions. All Praktika-provided landing pages, checkout flows, subscription terms, customer records, and customer relationships remain under Praktika’s control.
You may not copy or host a Praktika landing page, embed it in a frame, alter its code or content, remove notices, or create a confusingly similar page without prior written approval.
Customers purchase Praktika subscriptions directly from Praktika and are subject to Praktika’s customer Terms & Conditions and Privacy Policy. You have no right to collect payment on Praktika’s behalf, bind Praktika, modify subscription terms, promise refunds, or provide customer support as if you were Praktika.
13. Privacy and Data Protection
Each party will comply with applicable privacy, data-protection, electronic-communications, and direct-marketing laws in connection with the Program.
Unless the parties agree otherwise in writing, each party acts as an independent controller of the personal data it collects for its own purposes in connection with the Program.
Praktika processes Affiliate personal data in accordance with applicable law, its Privacy Policy, and any affiliate-specific privacy notice it provides. Praktika may share necessary data with the Affiliate Portal provider, payment providers, professional advisers, fraud-prevention providers, and authorities as permitted by law.
You must maintain a legally compliant privacy notice for your channels where required. You may not collect, use, disclose, sell, or otherwise process Customer personal data on Praktika’s behalf unless Praktika has expressly authorized that processing in writing and the parties have entered into any required data-processing agreement.
You are responsible for providing notices and obtaining any consent required for cookies, pixels, Affiliate Links, or other tracking or marketing technologies used on your channels. You may not upload a Customer or audience list to Praktika or a Praktika campaign without prior written approval and any required data-processing terms.
Program reporting may contain aggregated, pseudonymous, or limited transaction data. You may use it only to administer and evaluate your own participation in the Program and must protect it against unauthorized access or disclosure. You must notify Praktika without undue delay and, where reasonably practicable, within 48 hours after becoming aware of a security incident affecting Program data, provide material updates and reasonable cooperation, and take appropriate steps to contain and remediate the incident. After termination, you must delete Program data containing personal data and, on reasonable request, confirm deletion, unless retention is required by law.
14. Confidentiality
Each party may receive non-public business, technical, financial, customer, marketing, product, or commercial information that a reasonable person would understand to be confidential (“Confidential Information”).
The receiving party will use Confidential Information only for this Agreement, protect it using at least reasonable care, and disclose it only to personnel or professional advisers who need to know it and are bound by confidentiality obligations. These duties do not apply to information that the receiving party can demonstrate was lawfully known without restriction, independently developed, lawfully received from a third party, or made public without breach.
If disclosure is required by law, the receiving party will, where legally permitted, give prompt notice and reasonable cooperation. These confidentiality obligations continue for five years after termination, except that trade secrets remain protected for as long as applicable law recognizes them as trade secrets.
On request or termination, the receiving party will return or destroy Confidential Information, except for copies retained in routine backups or as required by law. Retained copies remain subject to this Section.
15. Independent Contractor; Taxes
The parties are independent contractors. This Agreement does not create an employment, agency, franchise, fiduciary, partnership, joint-venture, reseller, or exclusive relationship.
You control how, when, and where you perform your promotional activities, subject to this Agreement. You have no authority to contract for, incur obligations for, or make representations on behalf of Praktika.
You are solely responsible for your personnel, expenses, insurance, permits, tax filings, and all taxes or statutory contributions arising from your participation or Commission income.
16. Term, Suspension, and Termination
This Agreement continues until terminated. You may terminate your participation at any time by using the Affiliate Portal or sending written notice to Praktika.
Praktika may suspend or terminate your participation:
- on seven days’ notice for convenience;
- immediately if you materially breach this Agreement, engage in fraud or prohibited conduct, create material legal, security, or reputational risk, fail required verification, or become subject to sanctions or other legal restrictions; or
- immediately if the Program, relevant product, tracking channel, or applicable law materially changes or ceases to be available.
For a remediable non-material breach, Praktika may provide a reasonable opportunity to cure. During a suspension, Praktika may disable Affiliate Links, limit Portal access, require you to pause promotion, and hold pending Commissions while it investigates. Transactions associated with pre-suspension First Payments remain eligible for payment if they later become Valid Transactions and are not connected to the reason for suspension.
After termination, you must stop presenting yourself as a current Praktika Affiliate and, within three business days, remove Affiliate Links, Praktika Marks, Program Materials, and claims of affiliation from your channels. You must ensure that persons acting on your behalf also comply. If a platform does not permit removal, you must promptly disable any Affiliate Link, remove claims of current affiliation to the extent technically possible, and notify Praktika. Removal does not require destruction of records that you must retain under Sections 8, 13, or 14 or applicable law.
Commissions associated with First Payments processed before termination remain subject to validation and the normal payment cycle and remain payable if they become Valid Transactions and are not connected to the Affiliate’s breach or prohibited conduct. No Commission is payable for a transaction that is invalid, fraudulent, refunded, cancelled during the applicable Validation Period, charged back, generated through prohibited conduct, or otherwise in breach of this Agreement. No new Commission accrues after termination.
Sections 4 through 7 survive solely as necessary to validate, calculate, pay, reverse, dispute, or recover amounts relating to referrals or First Payments occurring before termination. The recordkeeping and audit duties in Section 8 survive for the stated retention period. Praktika’s ownership rights and the post-termination content and archival rights in Section 11; Sections 12, 14, 15, 17, 18, 19, 21, and 22; Section 13 with respect to data retained after termination; accrued rights and obligations; and provisions that by their nature are intended to survive will survive termination.
17. Disclaimers
THE PROGRAM, AFFILIATE PORTAL, AFFILIATE LINKS, LANDING PAGES, PROGRAM MATERIALS, REPORTING, AND RELATED SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PRAKTIKA DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, AND RESULTS.
PRAKTIKA DOES NOT GUARANTEE ANY LEVEL OF TRAFFIC, CONVERSION, REVENUE, COMMISSION, PRODUCT AVAILABILITY, TRACKING CONTINUITY, OR PROGRAM SUCCESS. PRAKTIKA DOES NOT GUARANTEE THAT THE AFFILIATE PORTAL, AFFILIATE LINKS, LANDING PAGES, OR TRACKING WILL BE UNINTERRUPTED OR ERROR-FREE.
18. Indemnification
You will defend, indemnify, and hold harmless Praktika, its affiliates and service providers, and their officers, directors, employees, contractors, and agents (collectively, the “Praktika Parties”) from third-party claims, proceedings, damages, losses, liabilities, penalties, judgments, settlements, costs, and reasonable legal fees to the extent arising from:
- your content, channels, or promotional activities, or your unauthorized modification or misuse of Program Materials;
- your breach of this Agreement or Individual Terms;
- your violation of law, platform rules, or third-party rights;
- taxes, employment obligations, or payments for which you are responsible; or
- fraud, negligence, willful misconduct, or unauthorized representations by you or persons acting on your behalf.
You have no indemnification obligation to the extent a claim is caused by a Praktika Party’s gross negligence, willful misconduct, or material modification of Affiliate content after you supplied it.
Praktika will promptly notify you of an indemnified claim and provide reasonable cooperation at your expense; delayed notice relieves you of your obligations only to the extent the delay materially prejudices the defense. You must promptly assume the defense using counsel reasonably acceptable to Praktika. Praktika may participate with its own counsel at its expense. If you do not promptly assume the defense, a material conflict exists, or the claim seeks regulatory, injunctive, or other non-monetary relief that may materially affect a Praktika Party, Praktika may assume control of the defense. You remain responsible for reasonable covered defense costs, but Praktika will bear incremental costs resulting solely from its voluntary selection of separate counsel when no conflict or defense failure exists. You may not settle a claim in a manner that admits fault by, imposes obligations on, or restricts Praktika without Praktika’s prior written consent.
You will reimburse Praktika for reasonable, documented out-of-pocket investigation, takedown, chargeback, customer-remediation, and regulatory or platform-response costs directly resulting from your fraud, willful misconduct, or material breach. This does not include ordinary internal overhead or permit duplicate recovery.
19. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NO PRAKTIKA PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THE PROGRAM, EVEN IF ADVISED OF THE POSSIBILITY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PRAKTIKA PARTIES’ TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE PROGRAM OR THIS AGREEMENT, REGARDLESS OF THE FORM OR THEORY OF LIABILITY, WILL NOT EXCEED THE GREATER OF (A) THE TOTAL VALID COMMISSIONS PAID OR PAYABLE TO YOU DURING THE SIX MONTHS BEFORE THE FIRST EVENT GIVING RISE TO THE CLAIM OR (B) US$100. RELATED EVENTS AND CLAIMS WILL BE TREATED AS A SINGLE CLAIM AND WILL NOT INCREASE THIS LIMIT.
Nothing in this Agreement excludes liability that cannot lawfully be excluded or limited, or excuses Praktika’s obligation to pay an approved, undisputed Valid Commission otherwise due under this Agreement.
20. Changes to the Program or Agreement
Praktika may modify the Program or this Agreement prospectively. Each revised Agreement will state its effective date and will be made available through the Praktika website or Affiliate Portal in a form you can retain.
Praktika will provide at least 14 days’ advance notice by email to the address associated with your Affiliate Account of a material change. That notice period does not apply to a change reasonably necessary to comply with law, address fraud, abuse, or security risk, or correct a clear drafting or technical error; Praktika will provide notice of such a change as soon as reasonably practicable.
A Commission-rate or eligibility change applies only to First Payments processed after the change takes effect and will not reduce a Commission associated with an earlier First Payment, except to correct an error or address a refund, reversal, chargeback, fraud, abuse, or legal requirement.
A change that materially increases your payment or indemnification obligations, materially reduces your rights under Sections 17 through 19, or changes Section 21 applies to you only after you affirmatively accept it electronically. Other changes are accepted if you continue participating after their effective date. If you do not agree, you must cease promotion and terminate your Affiliate Account before that date. No revision changes rights or liabilities arising from events before its effective date unless applicable law requires otherwise.
A general update does not modify Individual Terms. Individual Terms may be modified only by mutual written agreement or under an expiry or change mechanism expressly stated in them.
21. Governing Law and Disputes
This Agreement is governed by the laws of the State of Delaware, USA, without regard to conflict-of-law principles.
Before filing a claim, a party must send written notice describing the dispute and requested relief. The parties will attempt in good faith to resolve the dispute informally for at least 30 days after receipt of the notice. This requirement does not prevent either party from seeking urgent injunctive or equitable relief concerning intellectual property, confidentiality, security, fraud, or interference with tracking.
Unless applicable law requires otherwise, the Delaware state courts located in New Castle County and the United States District Court for the District of Delaware will have exclusive jurisdiction over disputes arising out of or relating to this Agreement, and each party consents to their personal jurisdiction and venue. This Section governs Program disputes; the dispute provisions in Praktika’s customer Terms & Conditions do not apply to Program participation.
22. General Provisions
Assignment. You may not assign or transfer this Agreement or your Affiliate Account without Praktika’s prior written consent. Praktika may assign this Agreement to an affiliate or in connection with a merger, reorganization, financing, sale of assets, or transfer of the Program. Any attempted assignment in violation of this Section is void. This Agreement binds and benefits the parties and their permitted successors and assigns.
Notices. Formal notices concerning an alleged breach, termination, an indemnified claim, or a dispute under Section 21 must be sent by email to Praktika at support@praktika.ai with the subject line “Affiliate Program Legal Notice.” A notice under Section 21 must also be sent by tracked courier to Praktika.ai Company, 919 N Market St., Ste 950, Wilmington, DE 19801, USA. Praktika will send formal notices to the email address associated with your Affiliate Account. Operational communications, approvals, and Program updates may be delivered through the Affiliate Portal. Email notice is effective on the first business day after sending if it is not returned as undeliverable; courier notice is effective on delivery or documented refusal. Either party may update its notice details by notice under this Section. Portal posting alone is not formal legal notice unless this Agreement expressly states otherwise. This Section does not govern service of legal process. You must keep your account email address current.
Entire Agreement; Priority. This Agreement, applicable Individual Terms, and Program Rules are the entire agreement concerning the Program. If they conflict, the order of priority is: (1) Individual Terms, only for the subject, scope, and period they expressly cover; (2) this Agreement; and (3) Program Rules. Public marketing descriptions are not part of this Agreement. The Privacy Policy controls Praktika’s processing of personal data, and the customer Terms & Conditions apply only to separate use of Praktika’s websites, application, or customer services.
Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in effect.
Waiver. A waiver must be in writing and signed by the waiving party. Failure to enforce a provision is not a waiver.
Force Majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, except for payment obligations already due.
No Third-Party Beneficiaries. The Praktika Parties are intended beneficiaries of Sections 18 and 19 and Praktika may enforce those Sections on their behalf. Except for that limited purpose, this Agreement creates no rights for any third party.
Headings; Interpretation. Headings are for convenience only. “Including” means “including without limitation.” The singular includes the plural where appropriate.
Electronic Acceptance; Counterparts. This Agreement may be accepted electronically and in counterparts. By accepting electronically, you agree to use electronic records and signatures for the Program and confirm that you can access and retain this Agreement. Electronic records and signatures have the same effect as originals to the extent permitted by law.
English Language. To the maximum extent permitted by applicable law, the English version controls. Any translation is provided for convenience only.