Affiliate Partner Agreement

Effective Date: September 28, 2026

This Affiliate Partner Agreement (the “Agreement”) governs your participation in the Main Menus affiliate program. It forms a binding agreement between you and Main Menus Inc., a company incorporated under the laws of British Columbia (the “Company”), and is entered into at the time you complete Affiliate Partner registration and create your account (an “Affiliate Partner Account”).

This Agreement is read together with our Terms of Use and Privacy Policy. Capitalized terms not defined in the Agreement have the meanings as provided in our Terms of Use. Use of the terms “Main Menus”, “us”, “we”, or “our” means the Company.

If there is a conflict between this Agreement and our Terms of Use on a matter specific to Affiliate Partners, this Agreement governs.

By completing the Affiliate Partner Agreement and clicking “I Agree” below, you confirm that you have read and agree to be bound by this Agreement, our Terms of Use, and the Privacy Policy.

THE AFFILIATE PARTNER PROGRAM

Main Menus operates an affiliate partner program through which approved Affiliate Partners may promote the Platform to prospective Merchant Subscribers, Consumers, and potential Affiliate Partners and earn a commission on qualifying referrals. Affiliate Partner participation is subject to our approval. We may decline or revoke approval at any time in our sole discretion.

TERM AND TERMINATION

Your Agreement with us as an Affiliate Partner will commence on the date of submitting the Affiliate Partner Agreement and will continue indefinitely unless terminated in accordance with this Agreement.

Either party may terminate this Agreement without cause on 14 days’ written notice to the other party.

We may terminate this Agreement immediately and without cause if you fail to adhere to the Promotion Rules and Guidelines below, engage in fraud, or take any action we reasonably believe damages the Company or its reputation.

In the event that we amend this Agreement in accordance with Section 46, you may elect to terminate this Agreement by providing written notice to the Company (“Termination Notice”) prior to the conclusion of the Notice Period (as defined below). In such case, the Agreement will terminate upon the later of: (a) the final day of the Notice Period, or (b) 14 days following the date on which you provide the Termination Notice.

On termination, your Affiliate Partner Account and Affiliate Code (as defined below) will be deactivated. Commissions earned on Qualifying Referrals (as defined below) made before termination will be paid in the next regular payment cycle, subject to any holdbacks and Stripe processing rules. No commissions are payable for referrals made after termination.

This Agreement is a contract for services. By signing this Agreement, you expressly agree and represent that you are an independent contractor. You acknowledge that nothing in this Agreement creates an employment, agency, partnership, or joint venture between you and us.

Sections covering liability and indemnification survive termination.

PROMOTIONAL SERVICES & COMMUNICATIONS

While you are an Affiliate Partner, you agree to provide promotional services (the “Services”) on behalf of the Company for the following purposes:

  1. engaging with businesses and encouraging them to create an account on the Platform as a Merchant Subscriber;
  2. recruiting others to enroll as Affiliate Partners;
  3. promoting the Platform to Consumers and community groups; and
  4. any other purposes as the parties mutually agree from time to time.

Upon approval of your Affiliate Partner Account by the Company, an automated unique code and tracking link (an “Affiliate Code”) will be generated and assigned to your account. Your Affiliate Code is linked to your Affiliate Partner Account to properly attribute any Qualifying Referrals (as defined below) to you.

By registering as an Affiliate Partner and providing your cellular phone number and email address, you expressly consent to receiving operational communications, security verification codes (2FA), account updates, and payout alerts via SMS text messaging and email in compliance with Canada’s Anti-Spam Legislation (CASL).

Unless approved in writing by the Company in advance, you will personally perform the Services and will not delegate or sub-contract the provision of the Services without the Company’s prior written consent.

This Agreement is a non-exclusive contract. While you are an Affiliate Partner, you are not prevented from providing other promotional or marketing services to other clients, provided these services do not interfere or conflict with your obligations under this Agreement. We retain the right to appoint other Affiliate Partners without restriction.

PROMOTIONAL RULES AND GUIDELINES

As an Affiliate Partner, you represent, warrant, and covenant that:

  1. you will promote the Company and the Platform in a professional, honest, accurate, and lawful manner, using only promotional materials that are consistent with our published descriptions of the Platform or approved by the Company;
  2. you will not offer unapproved incentives without prior written consent from the Company;
  3. you will ensure your auto-generated Affiliate Code or tracking link is utilized when registering new Consumers, Merchant Subscribers, or Affiliate Partners to the Platform to ensure proper attribution of Qualifying Referrals (defined below) to you;
  4. you will clearly disclose your affiliate relationship in all promotional content as required by applicable advertising standards and the Competition Act, R.S.C. 1985, c. C-34;
  5. you will comply with all applicable laws in performance of the Services, including Canada’s Anti-Spam Legislation (CASL); and
  6. you will comply with our Privacy Policy and all applicable law governing the collection, use, and disclosure of personal information.

COMMISSION AND PAYMENT

As an Affiliate Partner, you will be paid Commission (as defined below) for referrals of Consumers, Merchant Subscribers, or Affiliate Partners to the Platform. A referral qualifies for Commission when the referred party registers for an Account on the Platform using your unique Affiliate Code or tracking link (a “Qualifying Referral”) within 1 month (the “Attribution Window”) of interaction. Registrations occurring after this period will not be attributed to you as a Qualifying Referral.

A referred party who has previously registered for an Account on the Platform shall not constitute a new Qualifying Referral upon any subsequent re-registration, regardless of the Affiliate Code used at the time of re-registration.

We will pay you Commission ranging between 5% and 40% of the qualifying registration payment or order fee paid by a referred party upon registering for an Account or placing an order on the Platform as a Qualifying Referral (being the gross fee less any applicable taxes, discounts, or processing fees applied, as calculated by the Company in good faith) (each a “Commission”, collectively “Commissions”). The applicable rate is determined by campaign type:

  1. Standard Commercial Referrals & One-Off Orders: Earn a commission rate of 5% to 10% on initial qualifying registrations or orders.
  2. Community & School Fundraising Partners: Earn elevated commission rates of up to 40% on qualifying fundraising program campaigns, as agreed in writing or designated within your affiliate dashboard upon signup.

For greater certainty, Commission accrues only on qualifying payments made by that referred party. No further Commission accrues in respect of subsequent Account renewals unless designated under a specific recurring fundraising agreement. No Commission accrues in respect of a transaction that is pending, disputed, or has not yet settled.

Our automated referral tracking records linking your Affiliate Code to a Qualifying Referral are the definitive record of referral attribution. Where a referral cannot be attributed to you due to the lack of an Affiliate Code or link being utilized at checkout/registration, no Commissions are payable. Commissions are not payable retroactively.

Commissions generated through Qualifying Referrals are subject to a three (3) calendar month holdback period (the “Holdback Period”) commencing on the first day of the calendar month immediately following the month in which the Qualifying Referral’s registration payment is received by the Company.

During the Holdback Period, accrued Commission will be reduced by the Commission attributable to any registration payment that is: (a) reversed by the referred customer; (b) charged back by a payment processor; (c) reasonably suspected by us to be fraudulent, including but not limited to the use of stolen credit cards, cookie-stuffing, or similar unauthorized or improper registrations; or (d) generated in contravention of our Promotional Rules and Guidelines. You acknowledge that the Commission payable to you may be reduced during the Holdback Period as a result of any adjustments made as described above. You agree that the Commission is payable only on the adjusted amount following the Holdback Period.

Within 14 business days following the end of each Holdback Period, a Commission summary will be made available in your affiliate dashboard setting out accrued and payable amounts. All payouts are processed exclusively through Stripe Connect. To receive payouts, you must complete Stripe Connect onboarding and maintain an active, verified account. No manual e-Transfers or paper checks will be issued.

You may raise a dispute regarding a Commission statement within 14 days of receipt of the Commission summary by providing us written notice identifying the specific transactions in dispute and the basis for the objection (the “Dispute Notice”). Disputes must be brought in good faith. We shall endeavour to resolve the dispute with you within 14 days of receiving the Dispute Notice. Undisputed amounts remain due and payable to you in accordance with Section 21 and shall not be withheld pending resolution of a dispute.

You are solely responsible for all applicable taxes on Commissions you earn under this Agreement. We will issue required tax documentation where required by law.

Unless authorized by the Company in writing in advance, you will not be reimbursed for any expenses incurred in connection with providing the Services under this Agreement.

INTELLECTUAL PROPERTY

During the Term, we grant you a limited, non-assignable, non-sublicensable, revocable right (the “Limited Licence”) to use intellectual property of the Company (the “Intellectual Property”), as provided or made available from time to time, whether or not the Intellectual Property is subject to intellectual property protection (e.g. patents, copyrights, trade secrets, trademarks, etc.) and solely for the purposes of providing the Services under this Agreement. This Limited Licence automatically terminates at the end or upon immediate termination of this Agreement.

You acknowledge that we own all the rights, title and interest and goodwill in respect of the Intellectual Property and that you have no interest or rights in and to any of the Intellectual Property, except in respect of the Limited Licence in accordance with the terms herein.

You may only use our Intellectual Property for providing the Services and such uses shall be in a reasonable manner, which is not associated with inaccurate information or otherwise would be reasonably perceived to have negative effects on the good will or brand recognition of the Company, in our sole discretion.

In providing the Services, you agree to only display our Intellectual Property in accordance with the Promotional Rules and Guidelines under this Agreement, as well as in accordance with other guidelines and policies that may be provided by us or amended from time to time.

Any intellectual property, including social media posts or blog posts, that you publicly display or distribute in connection with providing the Services or incorporate our Intellectual Property shall be deleted upon our request during the Term or at any time after termination of this Agreement.

You represent and warrant that your display of our Intellectual Property will not be in a manner which violates or infringes the intellectual property or other proprietary rights of any other person.

You agree that if you breach any clauses involving or affecting our Intellectual Property in this Agreement, whether directly or indirectly, such breach will be deemed to give rise to irreparable injury to the Company for which damages are an inadequate remedy, and we may pursue injunctive relief for such breach.

CONFIDENTIALITY

In the course of providing the Services, you may obtain access to and be entrusted with Confidential Information. “Confidential Information” as used in this Agreement means any non-public information disclosed to you by the Company in connection with this Agreement, including Company Intellectual Property, trade secrets, proprietary information, Commission rates, Affiliate Codes, and other information provided in the course of this Agreement that would reasonably be considered to be confidential.

You acknowledge that the Confidential Information you obtain under this Agreement is and will remain the exclusive property of the Company. You agree to keep all Confidential Information strictly confidential and you will not, directly or indirectly: (a) publish or assist in the publishing of any Confidential Information; (b) utilize the Confidential Information other than as required for and in the course of providing the Services; (c) disclose or assist in the disclosure of any Confidential Information except as provided in this Agreement; or (d) duplicate or transfer any Confidential Information except as reasonably necessary to perform the Services.

You agree to use your best efforts to protect and safeguard the Confidential Information from, without limitation, loss, theft, destruction, seizure, or use by unauthorized persons. You may disclose the Confidential Information to any directors, officers, employees and advisors (referred to as “Related Parties”) who require such information for the purpose of assisting in the performance of the Services, provided you will: (a) take all necessary and appropriate action to safeguard the Confidential Information from disclosure by any Related Parties, except as expressly permitted; (b) direct the Related Parties to keep all such information in the strictest confidence and only use such information for the purposes of performing the Services; and (c) be responsible for any unpermitted disclosure of any Confidential Information by any Related Parties.

Notwithstanding the above, you shall not be required to safeguard or protect any Confidential Information that: (a) becomes publicly available through no act or omission by you; (b) the Company provides prior written consent for the disclosure of; (c) was already in your possession prior to the Agreement; or (d) you are required to disclose by law or court order, provided you give prompt prior written notice to the Company and reasonably cooperate in seeking protective relief.

Your confidentiality obligations as an Affiliate Partner will survive two (2) years after the termination of this Agreement, except that any Confidential Information constituting a trade secret shall remain confidential indefinitely.

You agree that if you breach any clauses involving or affecting our Confidential Information in this Agreement, whether directly or indirectly, such breach will be deemed to give rise to irreparable injury to the Company for which damages are an inadequate remedy, and we may pursue injunctive relief for such breach.

INDEMNIFICATION

You shall indemnify and hold harmless the Company and its directors, officers, employees, agents, and successors from and against any claims, judgments, damages, liabilities, costs, and expenses (including reasonable legal fees on a solicitor-and-client basis) arising out of or in connection with: (a) the Affiliate’s breach of any representation, warranty, or covenant under this Agreement; or (b) the Affiliate’s violation of any applicable law in connection with its provision of the Services.

We may, on prompt written notice to you, assume the exclusive defence and control of any matter subject to indemnification under this Section, including selection of counsel and conduct of any litigation, appeal or settlement, provided that (i) we will consult with you in good faith, and (ii) you may reasonably reject any settlement that requires you to admit wrongdoing or liability or to undertake an ongoing affirmative obligation. You agree to cooperate reasonably with the defence of any such matter.

DISCLAIMERS

THE PLATFORM AND ITS CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. MAIN MENUS INC. DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS. WE MAKE NO REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF ANY CONTENT ON THE PLATFORM, INCLUDING MERCHANT OFFERS. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, MAIN MENUS AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AND CONTRACTORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE PLATFORM. NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS ANY STATUTORY RIGHTS THAT CANNOT BE WAIVED UNDER APPLICABLE CANADIAN OR BC LAW.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING UNDER OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE LESSER OF THE TOTAL FEES PAID TO YOU IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR $25 (TWENTY-FIVE CANADIAN DOLLARS). FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THIS AGREEMENT WILL NOT INCREASE THE MAXIMUM LIABILITY AMOUNT.

GENERAL

Governing Law. This Agreement shall be governed by the laws of British Columbia and the federal laws of Canada applicable therein. Any legal action or proceeding with respect to this Agreement shall be brought exclusively in the courts of British Columbia, and by agreeing to this Agreement, you irrevocably consent to the jurisdiction of those courts.

Independent Contractor; Remittance Obligations. As an independent contractor, you are responsible for making any and all payments and remittances that may be required with respect to sales taxes and applicable income taxes or similar taxes in connection with your provision of the Services and agree to complete and return all tax forms requested by the Company. You further agree that such remittances will be made in strict accordance with your statutory obligations, and you hereby agree to indemnify and save harmless the Company, including its officers, directors, servants, contractors, and agents from any and all liability for any tax, assessment, penalty, interest, wages, or any other amount of any kind whatsoever arising in connection with your failure to remit such sales taxes or income taxes.

Entire Agreement. This Agreement, together with our Terms of Use and all other agreements signed by you and the Company, constitute the entire agreement between you and the Company regarding the use of the Platform. If there is a conflict between this Agreement and the Terms of Use on a matter specific to Affiliate Partners, this Agreement governs.

Amendments. We may amend this Agreement from time to time at our sole discretion. We will provide you with thirty (30) days’ written notice of such amendments to this Agreement (the “Notice Period”). Continued participation after the amended effective date of this Agreement constitutes your deemed acceptance of such amendments. If you do not wish to accept the amendments, you may terminate this Agreement in accordance with Section 5.

Notices. Notices to you will be sent to the email address or phone number provided on your Affiliate Partner Account. Notices to us should be sent to info@mainmenus.com.

Assignment. You may not assign, subcontract, delegate, or otherwise transfer any rights or obligations under this Agreement without our prior written consent, and any attempt to do so will be null and void. We may freely assign our rights or obligations under this Agreement without notice or restriction. This Agreement shall be binding upon any assignees and successors.

Severability. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, it will be modified to the minimum extent necessary to make it enforceable. The remaining provisions of this Agreement continue in full force to the maximum extent permitted by law.

No Waiver. Any delay or failure on our part to insist upon or enforce strict performance of any provision of this Agreement will not be construed as a waiver of any provisions or right to enforce them later.

Survival. Any right, obligation, or Section that by its nature is intended to survive the termination of this Agreement will survive, including, without limitation, the Sections covering intellectual property, Commissions and holdbacks, disclaimers, limitation of liability, indemnification, and governing law.

Force Majeure. Main Menus shall not be liable to you for any delay in, or failure to perform its obligations under these Terms for the period that such failure or delay is due to causes beyond our reasonable control, including but not limited to acts of God, power outages, internet dysconnectivity, third-party hosting failure, cyberattacks, war, strikes, labour disputes, embargoes, government orders, or any other force majeure event.

Headings and Interpretation. The section titles in this Agreement are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”.