JFK Social Influencer Rev-Share Agreement

Effective Date: 2026-05-12. Last Updated: 2026-05-12.

This Agreement is between ACT 3 AI, Inc., a Delaware corporation ("Company," "we," "us," or "our"), operator of the JFK Social service available at jfksocial.com and related properties ("JFK Social"), and the individual who applies to and is accepted into the Company's referral program ("Influencer," "you," or "your"). By clicking "I accept," by submitting your referral application, or by referring any user to JFK Social using a tracking link, code, or other tracking mechanism we issue to you, you agree to be bound by this Agreement.

Table of Contents​

1. Defined Terms
2. The Program; Rev-Share
3. Tracking Mechanisms and Attribution
4. Conflicts, Self-Referrals, and Our Adjudication Right
5. Payout Onboarding; Four-Month Forfeiture Rule
6. Eligibility; U.S. Restriction
7. FTC Endorsement Disclosure Obligations
8. Content and Promotional Conduct Rules
9. Trademark and Brand License
10. Independent Contractor; Taxes; 1099
11. Confidentiality
12. Term; Suspension; Termination
13. Disclaimer of Warranties
14. Limitation of Liability
15. Indemnification
16. Governing Law; Arbitration; Class-Action Waiver
17. Notices
18. Assignment
19. Severability and No Waiver
20. Force Majeure
21. Amendment
22. Entire Agreement
23. Contact
24. Related Documents

1. Defined Terms​

1.1 "Qualifying Subscription" means a paid subscription to a JFK Social premium plan billed in U.S. dollars and actually collected and retained by Company (i.e., net of refunds, chargebacks, taxes, and payment-processor fees). The current premium plans are the $19.99 per month plan and the $39.99 per month plan, as adjusted from time to time.

1.2 "Referred User" means a JFK Social account that (a) was first attributed to you under Section 3 below, and (b) has not been re-attributed to another party under Section 4.

1.3 "Conversion Window" means six (6) consecutive months beginning on the date a Referred User first creates a JFK Social account (whether free or paid). A Referred User's Qualifying Subscription started during the Conversion Window is eligible for rev-share under Section 2.

1.4 "Net Subscription Revenue" means amounts actually received and retained by Company from a Referred User's Qualifying Subscription, after subtracting (a) refunds and chargebacks, (b) sales, use, VAT, and similar taxes, (c) payment-processor and gateway fees, and (d) credits or promotional discounts.

1.5 "Tracking Link" means a unique URL, referral code, QR code, or other mechanism Company issues to you for the purpose of attributing referrals to you.

1.6 "Program" means the JFK Social Influencer Rev-Share Program described in Section 2.

1.7 Other capitalized terms have the meanings given where first used.

2. The Program; Rev-Share​

2.1 Rev-Share Rate. Subject to this Agreement, Company will pay you forty percent (40%) of Net Subscription Revenue actually received by Company from each Referred User's Qualifying Subscription.

2.2 Two Conversion Paths. A Referred User may qualify in one of two ways:

(a) Free-to-Paid. If a Referred User first signs up for a free JFK Social account and then upgrades to a Qualifying Subscription at any time within the Conversion Window, you earn rev-share on Net Subscription Revenue collected from that user from the upgrade date through the duration set in Section 2.4.

(b) Direct Paid. If a Referred User signs up directly for a Qualifying Subscription, you earn rev-share on Net Subscription Revenue collected from that user from the signup date through the duration set in Section 2.4.

2.3 No Rev-Share on Free Accounts. A Referred User who remains on a free plan generates no rev-share. Free signups are tracked solely to enable the free-to-paid conversion path in Section 2.2(a).

2.4 Earning Duration. You earn rev-share on a given Referred User's Qualifying Subscription for as long as that user remains continuously subscribed and Company actually retains the Net Subscription Revenue, subject to (a) your continued compliance with this Agreement, (b) the user not being re-attributed under Section 4, and (c) Company's right to modify or terminate the Program under Section 12 and Section 21.

2.5 No Rev-Share on Ineligible Amounts. Refunded amounts, chargebacks, fraudulent transactions, taxes, processor fees, and credits do not produce rev-share. If rev-share is paid on amounts later refunded or charged back, Company may set off the corresponding amount against future payouts or invoice you for the difference.

2.6 No Minimum Guarantee. Company makes no representation or guarantee as to traffic, signups, conversions, or earnings. Your earnings depend solely on the Referred Users you actually deliver and the subscriptions they actually maintain.

2.7 Company's Discretion. Company may, in its sole discretion, adjust pricing of premium plans, introduce new plans, retire plans, run promotions, change the rev-share rate prospectively on thirty (30) days' notice, or modify or wind down the Program on the terms in Section 12.

3. Tracking Mechanisms and Attribution​

3.1 Issued Tracking. Company will issue you one or more Tracking Links. Attribution of a signup to you requires that the prospective user reach JFK Social through your Tracking Link, or enter your referral code at signup, or otherwise satisfy a tracking method Company designates in writing.

3.2 First-Touch Window. The first valid Tracking Link or code observed on the prospective user's device or account during a thirty (30) day window before signup controls attribution. If two or more influencers' Tracking Links are observed in that window, the first in time controls, except where Section 4 applies.

3.3 No Self-Modification. You must not alter, repackage, cloak, or proxy Tracking Links in any way that obscures the destination or makes attribution depend on your own intermediary system. Use the Tracking Links as issued.

3.4 No Paid Search on Company Marks. You must not bid on Company's trademarks, "JFK Social," "ACT 3 AI," variants, misspellings, or domain names as paid search keywords, paid social keywords, or display-network targeting without Company's prior written consent. You must not use any URL that could be confused with a Company domain.

4. Conflicts, Self-Referrals, and Our Adjudication Right​

4.1 One Influencer Per Referred User. A Referred User may only ever produce rev-share for at most one Influencer.

4.2 Re-Attribution Prohibited. Once a free account is attributed to you under Section 3, that user may not be re-attributed to another Influencer for the Free-to-Paid path. If the same individual later attempts to sign up under another Influencer's Tracking Link for the purpose of producing duplicate credit, only one attribution will be honored, and Company alone decides which.

4.3 Self-Referrals Prohibited. You may not refer yourself, members of your household, accounts you control, accounts created in coordination with you for the purpose of generating rev-share, or accounts that exist primarily to redeem your promotional offer. Violation results in forfeiture of the associated rev-share and may result in termination under Section 12.

4.4 Coordinated or Synthetic Sign-Ups Prohibited. You may not use bots, click farms, incentivized clicks paid in cash or cash equivalents, mailing-list seeding lists, account-creation services, or any mechanism that generates signups other than authentic interest by a real prospective user.

4.5 Company's Adjudication Right. Company is the sole and final decision-maker on attribution disputes, eligibility of any signup, and whether conduct violates this Section 4. Company's decision is final, binding, and not subject to appeal, except through the dispute mechanism in Section 16.

5. Payout Onboarding; Four-Month Forfeiture Rule​

5.1 Required Payout Onboarding. Before Company pays you anything under this Agreement, you must complete Company's then-current payout onboarding, which includes (a) registering with Company's designated payment processor or rails (the "Payout Method"); (b) providing a valid U.S. taxpayer identification on Form W-9 (or, if Company permits non-U.S. participation under Section 6, the equivalent Form W-8 series); and (c) any identity verification (KYC) Company or the Payout Method requires.

5.2 Notice; Four-Month Forfeiture. When Company first informs you that earned rev-share is available for payout (the "Payout Notice"), you have four (4) months from the date of the Payout Notice to complete payout onboarding under Section 5.1. If you do not complete payout onboarding within that four-month period, all rev-share earned as of that date is forfeited and Company has no further obligation to pay you any amount earned through the end of that period. Rev-share earned thereafter is subject to the same four-month rule on a rolling basis if you remain unenrolled in payout onboarding.

5.3 Form of Payment. Payouts are made in U.S. dollars via the Payout Method. Company does not pay in cryptocurrency, store credit, or in kind unless expressly stated in writing.

5.4 Payout Cadence. Company pays rev-share on a monthly cadence, in arrears, for amounts earned and not previously paid that exceed a minimum payout threshold then in effect (currently fifty U.S. dollars $50.00). Amounts below the threshold roll forward and are paid in the first month the threshold is met.

5.5 Set-Off. Company may set off against any payout any amount you owe Company under this Agreement, including chargebacks, refund clawbacks under Section 2.5, and indemnification amounts under Section 15.

5.6 Statements. Company will make available to you a payout statement showing earned, set-off, paid, and forfeited amounts. You must review each statement and notify Company in writing of any dispute within sixty (60) days of statement availability; absent such notice, the statement is final.

6. Eligibility; U.S. Restriction​

6.1 Eligibility Requirements. To participate, you must (a) be at least eighteen (18) years old, (b) be an individual or sole proprietor (no agencies, networks, or syndicates unless approved in writing), (c) have legal capacity to enter this Agreement, and (d) not be on any U.S. government list of restricted persons (OFAC SDN, etc.).

6.2 U.S. Citizens and U.S. Residents Only by Default. The Program is offered solely to U.S. citizens and U.S. permanent residents physically resident in the United States, unless Company expressly admits you from a different jurisdiction in writing. Company reserves the right, in its sole discretion, to admit or exclude any prospective Influencer based on jurisdiction, tax treaty status, sanctions, or payment-rail availability.

6.3 No Government Affiliation Conflicts. You represent that you are not a federal employee whose participation would create a conflict of interest, and not an officer or employee of any government for whom acceptance of rev-share from Company would be unlawful.

7. FTC Endorsement Disclosure Obligations​

7.1 Material Connection. You acknowledge that your relationship with Company is a "material connection" under the Federal Trade Commission's Guides Concerning the Use of Endorsements and Testimonials in Advertising (16 C.F.R. Part 255).

7.2 Clear and Conspicuous Disclosure. Every public communication in which you recommend, promote, link to, or otherwise endorse JFK Social must include a clear and conspicuous disclosure of your relationship with Company. Acceptable forms include "#ad," "#sponsored," "Paid partnership with JFK Social," or substantially similar language placed where a reader is reasonably likely to see it before consuming the endorsement.

7.3 Truthful, Substantiated Claims. You must not make claims about JFK Social, its features, performance, security, audience size, censorship resistance, or revenue you have earned in the Program that are untrue, misleading, or unsupported. If Company has not stated a fact, you may not state it on Company's behalf.

7.4 Records. You must retain records of your endorsements and disclosures for at least two (2) years and provide them to Company on request.

8. Content and Promotional Conduct Rules​

8.1 No Spam. You must not promote JFK Social through unsolicited bulk email, unsolicited DMs, SMS without consent, or comment-section spam. You must comply with the CAN-SPAM Act, the TCPA, and any other anti-spam law in any jurisdiction you reach.

8.2 No Unlawful or Deceptive Promotion. You must not promote JFK Social in connection with content that is unlawful in the jurisdiction where it is consumed, that infringes a third party's intellectual property or right of publicity, that is defamatory, that promotes violence, or that constitutes CSAM or sexualization of minors. You must not pretend to be Company, a Company employee, or any specific other person.

8.3 No Misrepresentation of Features. You must not represent that JFK Social offers features, guarantees, or protections that Company has not publicly committed to. You may quote Company's published materials.

8.4 Compliance with Service Rules. Your own use of JFK Social as a customer is governed by the Consumer license posted at jfksocial.com. This Agreement does not change those terms.

8.5 Right to Require Removal. Company may, in its sole discretion, require you to remove or correct any promotional material that violates this Section 8, and you must comply within forty-eight (48) hours of notice.

9. Trademark and Brand License​

9.1 Limited License. Subject to this Agreement, Company grants you a non-exclusive, non-transferable, non-sublicensable, royalty-free, revocable license to use the names "JFK Social" and the JFK Social word marks and logos Company provides, solely to refer to JFK Social in promotional materials authorized by this Agreement.

9.2 Brand Usage Guidelines. You must follow Company's then-current brand usage guidelines as published or as Company communicates to you. You must not modify Company's marks, combine them with other marks in a way that suggests joint branding, or use them in URLs, domain names, social-media account handles, or app names.

9.3 No Goodwill in Influencer. All goodwill arising from your use of Company's marks inures solely to Company.

9.4 Reservation. No other intellectual property is licensed to you by implication or estoppel. Company retains all rights not expressly granted.

10. Independent Contractor; Taxes; 1099​

10.1 Independent Contractor. You are an independent contractor and not an employee, agent, partner, or joint venturer of Company. You have no authority to bind Company.

10.2 No Benefits. You are not entitled to any employee benefits, workers' compensation, unemployment insurance, or similar.

10.3 W-9; 1099. If you are a U.S. taxpayer, you must provide a current Form W-9 before any payout. Company will issue a Form 1099-NEC (or such other tax information return as required) for each calendar year in which it pays you $600 or more (or any other threshold then required by law).

10.4 Your Taxes. You are responsible for all federal, state, and local taxes on amounts paid to you. Company will not withhold taxes unless required by law (including U.S. backup withholding where applicable).

11. Confidentiality​

11.1 Confidential Information. "Confidential Information" means non-public information Company shares with you that is marked confidential or that a reasonable person would understand to be confidential, including unreleased features, internal metrics, payout statements concerning other influencers, and Company's then-current Tracking Link infrastructure.

11.2 Obligation. You will (a) not disclose Confidential Information to any third party, (b) not use Confidential Information except to perform under this Agreement, and (c) protect Confidential Information using at least the care you use for your own confidential information of comparable importance.

11.3 Duration. Your confidentiality obligations survive termination of this Agreement for three (3) years, except for trade secrets, which are protected for so long as they remain trade secrets.

12. Term; Suspension; Termination​

12.1 Term. This Agreement begins when you accept it and continues until terminated under this Section 12.

12.2 Termination for Convenience. Either party may terminate this Agreement for any reason or no reason on thirty (30) days' written notice. After termination, rev-share already earned and not forfeited under Section 5 will be paid in the ordinary course, subject to set-off and any clawback under Section 2.5.

12.3 Termination for Cause; Immediate. Company may suspend or terminate this Agreement immediately, with no further payment obligation other than rev-share earned and not subject to clawback through the date of termination, if (a) you breach Section 4 (conflicts and synthetic sign-ups), Section 7 (FTC disclosure), Section 8 (conduct rules), or Section 9 (brand and trademark); (b) you engage in fraud, money laundering, sanctions evasion, or any unlawful conduct connected to the Program; or (c) the Payout Method or applicable law prohibits Company from continuing to pay you.

12.4 Forfeiture on Material Breach. On termination under Section 12.3, Company may, in addition to any other remedy, forfeit unpaid rev-share that is attributable to the breaching conduct and recover from you any rev-share previously paid on such conduct.

12.5 Effect of Termination. On termination, the Tracking Link license, the brand license under Section 9, and your right to identify yourself as a JFK Social Influencer end immediately. Sections 1, 4.5, 5.5, 5.6, 10, 11, 13, 14, 15, 16, and 17 through 23 survive.

13. Disclaimer of Warranties​

THE PROGRAM, JFK SOCIAL, TRACKING LINKS, AND ANY MATERIAL COMPANY PROVIDES UNDER THIS AGREEMENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE PROGRAM WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT TRACKING WILL BE ACCURATE IN EVERY CASE, AND COMPANY DISCLAIMS ANY WARRANTY AS TO EARNINGS YOU MAY REALIZE.

14. Limitation of Liability​

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT IS LIMITED TO THE GREATER OF (a) THE TOTAL REV-SHARE COMPANY PAID YOU IN THE TWELVE (12) MONTHS BEFORE THE CLAIM AROSE, OR (b) ONE HUNDRED U.S. DOLLARS ($100). COMPANY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST OPPORTUNITY, OR LOSS OF DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION APPLIES REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STATUTE, OR OTHERWISE).

15. Indemnification​

You will defend, indemnify, and hold harmless Company and its officers, directors, employees, contractors, and agents from and against any claim, demand, loss, damage, fine, judgment, or expense (including reasonable attorneys' fees) arising out of or relating to (a) your breach of this Agreement, (b) your promotional content or conduct, including any claim of defamation, IP infringement, right of publicity, false advertising, FTC violation, or violation of CAN-SPAM, TCPA, or similar law, (c) your tax obligations under Section 10, and (d) any claim by a third party alleging that you misrepresented your relationship with Company or made statements on Company's behalf without authority.

16. Governing Law; Arbitration; Class-Action Waiver​

16.1 Governing Law. This Agreement is governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles, and by U.S. federal law where applicable.

16.2 Binding Arbitration. Any dispute, claim, or controversy arising out of or relating to this Agreement, including its formation, interpretation, breach, or termination, will be resolved by binding arbitration administered by JAMS under its Streamlined Arbitration Rules then in effect. The seat of arbitration is San Francisco, California. The arbitration will be conducted in English by one arbitrator. Judgment on the award may be entered in any court of competent jurisdiction.

16.3 Class-Action Waiver. YOU AND COMPANY EACH AGREE THAT DISPUTES MUST BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF REPRESENTATIVE PROCEEDING.

16.4 Carve-Outs. Either party may bring (a) an individual action in small-claims court within its jurisdictional limits and (b) an action in court for injunctive relief to protect intellectual property, Confidential Information, or Company's marks.

16.5 Thirty-Day Opt-Out. You may opt out of arbitration by sending Company a signed written notice of opt-out, addressed under Section 17, within thirty (30) days of first accepting this Agreement. If you opt out, the courts of Delaware have exclusive jurisdiction, and you waive any objection to venue or inconvenient forum.

17. Notices​

Notices to Company must be sent to ACT 3 AI, Inc., Legal Department, at legal@jfksocial.com, with a copy by U.S. mail to the address Company posts at jfksocial.com/legal/contact. Notices to you may be sent to the email and physical address on file with Company. Notice is effective when sent to the email address on file (for email) and three (3) business days after deposit in the U.S. mail (for postal mail).

18. Assignment​

You may not assign or delegate this Agreement, in whole or in part, without Company's prior written consent. Company may assign this Agreement at any time, including in connection with a merger, acquisition, reorganization, or sale of assets, on notice to you.

19. Severability and No Waiver​

If any provision of this Agreement is held unenforceable, the remaining provisions remain in effect, and the unenforceable provision will be reformed to the minimum extent necessary to make it enforceable. A party's failure or delay in enforcing any provision is not a waiver of that or any other provision.

20. Force Majeure​

Neither party is liable for failure or delay in performance (other than payment obligations actually due) caused by events beyond its reasonable control, including acts of God, war, terrorism, civil disorder, governmental action, labor disturbance, internet outage, or denial-of-service attack.

21. Amendment​

Company may amend this Agreement on thirty (30) days' notice posted to its Influencer portal or sent to your email on file. Your continued participation in the Program after the effective date of an amendment constitutes acceptance. If you do not accept an amendment, your sole remedy is to terminate under Section 12.2.

22. Entire Agreement​

This Agreement is the entire agreement between the parties concerning the Program and supersedes all prior or contemporaneous proposals, agreements, or communications, written or oral, on that subject. No oral statement or course of dealing modifies this Agreement.

23. Contact​

ACT 3 AI, Inc., Legal Department. Email: legal@jfksocial.com. Postal address as published at jfksocial.com/legal/contact.

24. Related Documents​

JFK Social maintains three companion legal documents, one for each category of relationship Company has with a counterparty. This document, the Rev-Shared Influencers Agreement, applies to individuals who refer paying customers to JFK Social in exchange for a share of subscription revenue. The two complementary documents address the other two categories of counterparty:

• Consumer (JFKSocial.com User) License — /consumer/license. This is the agreement between Company and end users who create accounts on jfksocial.com to read, post, follow, and otherwise consume the service. If you are an Influencer who also uses JFK Social as a customer, that use is governed by the Consumer License in addition to this Agreement (see Section 8.4).
• JFK Fork Operator License — /fork/license. This is the agreement between Company and operators who deploy a fork of the JFK Social software to run their own social network instance. It is unrelated to the Program described in this Agreement; it is listed here for navigability across the JFK Social legal documents.

The privacy policies that pair with each of the above licenses are:

• Influencer Program Privacy Policy — /influencers/privacy (the companion privacy policy to this Agreement; it governs Company's processing of personal information about you as an Influencer).
• Consumer Privacy Policy — /consumer/privacy.
• JFK Fork Operator Privacy Policy — /fork/privacy.