RipeGlobal Referral Partners General Terms & Conditions

Last Updated: August 2025

This program lets approved partners earn commissions for referring customers to RipeGlobal. Your specific rate, eligible products, and how referrals are tracked live in your Program Details; these Terms cover the legal rules. Promote us truthfully, follow advertising, privacy and spam laws, and use our brand as per our guidelines. We track referrals using the attribution model/window in your Program Details and pay monthly in AUD after a 14-day cooling-off period to account for refunds or chargebacks; commissions may be reversed for fraud or policy breaches. Either of us can end participation (14 days’ notice, or immediately for cause); you’ll still be paid for eligible referrals made before termination within the attribution window. 

These Terms and Conditions (“Terms”) govern participation in the RipeGlobal PTY LTD (“RipeGlobal”) Referral Program (the “Program”). By applying for or participating in the Program, you (“Partner”) agree to be bound by these Terms and any applicable Program Details issued to you.

0. Definitions & Interpretation

0.1 Key Definitions.
- Attribution Model / Window means the tracking model and duration specified in the Program Details used to attribute customer actions to Partner (e.g., last click, 30 days).
- Brand Assets means RipeGlobal names, logos, trademarks, product names, approved marketing creatives, and brand guidelines.
- Confidential Information has the meaning in Section 6.
- Customer means an end user that purchases RipeGlobal products/services.
- Program Details means the specific commercial terms applicable to Partner (e.g., commission rates, attribution rules, payout thresholds, permitted channels), as updated in accordance with these Terms.
- Qualified Transaction means a transaction that (i) is attributed to Partner under the Program Details and RipeGlobal’s tracking, (ii) is fully paid and not refunded or charged back within the applicable cooling‑off period, and (iii) is not the result of fraud, policy violations, or prohibited conduct.

0.2 Document Precedence. If there is any inconsistency, Program Details govern commercial mechanics (e.g., rates, attribution, payout logistics), and these Terms govern legal matters (e.g., liability, IP, privacy). To the extent an inconsistency remains, these Terms prevail.

0.3 Currency. References to “$” are to AUD unless stated otherwise.


1. Eligibility & Application

1.1 Participation is open to individuals and entities approved by RipeGlobal. Participants must be at least 18 years old (or the age of majority in their jurisdiction).

1.2 Partner warrants that all information submitted in the application is accurate and complete and agrees to promptly update changes. RipeGlobal may request identity/business verification and, if applicable in Australia, a valid ABN and GST registration status.

1.3 RipeGlobal may accept or reject any application in its sole discretion.


2. Program Details & Changes

2.1 Upon approval, RipeGlobal will provide Partner with applicable Program Details. Commission structures, eligibility rules, attribution mechanics, and payout logistics are determined by the Program Details and may differ across partner types or promotional initiatives.

2.2 Notice of Changes. RipeGlobal may update the Program Details and/or these Terms from time to time. Material changes will take effect no earlier than 30 days after notice by email or via the partner portal. If Partner objects, Partner may terminate participation before the effective date (see Section 7). Changes do not apply retroactively to transactions already attributed.


3. Compensation & Payment

3.1 Partner will earn commissions or other compensation as stated in the Program Details for Qualified Transactions.

3.2 Commissions are calculated on the basis specified in the Program Details (e.g., percentage of Net Commissionable Revenue or a fixed amount per Qualified Transaction). Unless stated otherwise, amounts are exclusive of GST.

3.3 Cooling‑off & Verification. Payments are only made on verified Qualified Transactions and are subject to a 14‑day cooling‑off period to allow for refunds, cancellations, or chargebacks.

3.4 Payout Cadence & Method. RipeGlobal pays monthly via Partner’s nominated and approved payment method. A minimum payout threshold may apply as specified in the Program Details. RipeGlobal may net or offset amounts for refunds, chargebacks, errors, or suspected fraud.

3.5 Currency & FX. Payouts are made in AUD. If conversion is required, RipeGlobal may use its payment provider’s rate at the time of processing as specified in the Program Details.

3.6 Statements & Disputes. Monthly statements will be made available. Partner must dispute any statement within 30 days of issuance; otherwise it is deemed accepted.

3.7 Tax & GST. Partner is responsible for all taxes arising from compensation. Where GST applies, (a) the parties will comply with GST law, and (b) [if RCTI is used] Partner agrees RipeGlobal may issue recipient‑created tax invoices in accordance with ATO requirements. Partner must provide a valid ABN where applicable and notify RipeGlobal of any changes to GST status.


4. Relationship of the Parties

4.1 The parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship. Partner has no authority to bind RipeGlobal or make commitments on its behalf.


5. Partner Responsibilities & Conduct

5.1 Partner will promote RipeGlobal in a professional, accurate, and lawful manner and will not engage in conduct that harms, disparages, or negatively affects RipeGlobal’s brand reputation.

5.2 Prohibited Practices. Without limitation: misrepresentation, false claims, spam, cookie stuffing, adware, forced clicks, misleading countdown timers, fake scarcity, use of unauthorised coupons, incentivised traffic where prohibited, or any deceptive, illegal, or unethical tactics.

5.3 Compliance. Partner will comply with all applicable laws and industry standards, including the Australian Consumer Law, Spam Act 2003 (Cth), Privacy Act 1988 (Cth) and the Australian Privacy Principles, and any applicable overseas laws for cross‑border marketing and data transfers.

5.4 Channels & Traffic Sources. Partner must use only the channels permitted in the Program Details and disclose paid endorsements where required.


6. Brand Assets & Intellectual Property

6.1 Licence. RipeGlobal grants Partner a limited, non‑exclusive, non‑transferable, revocable licence to use Brand Assets solely to promote RipeGlobal under these Terms and the Program Details and in accordance with RipeGlobal’s brand guidelines.

6.2 Restrictions. Partner must not (a) register, purchase, or use domains, subdomains, social handles, or search ads that are identical or confusingly similar to RipeGlobal’s brands; (b) alter Brand Assets; or (c) create co‑branded materials without prior written approval. Upon RipeGlobal’s request, Partner will promptly cease any specific use of Brand Assets.

6.3 PPC & Search Rules. Unless expressly permitted in the Program Details, Partner must not bid on RipeGlobal brand terms (including misspellings or variations), direct‑link ads to RipeGlobal domains, or use RipeGlobal trademarks in ad copy. Partner must implement brand‑term negative keywords as reasonably requested.

6.4 Ownership. All Brand Assets and related IP are and remain the exclusive property of RipeGlobal. Except for the limited licence above, no rights are granted.


7. Confidentiality

7.1 Scope. “Confidential Information” means non‑public business, technical, or financial information disclosed by a party that is identified as confidential or that should reasonably be understood to be confidential.

7.2 Obligations. The receiving party will not disclose or use Confidential Information except as needed to perform under these Terms, will protect it using reasonable measures, and will return or destroy it upon request.

7.3 Carve‑outs. Obligations do not apply to information that is (a) publicly available through no fault of the receiving party, (b) independently developed without use of the Confidential Information, or (c) rightfully obtained from a third party without duty of confidentiality. If legally compelled to disclose, the receiving party will provide prompt notice (if lawful) and reasonably cooperate.

7.4 These obligations survive termination.


8. Privacy & Data

8.1 Each party acts as an independent controller for personal information it processes in connection with the Program and will comply with the Privacy Act 1988 (Cth) and APPs, the Notifiable Data Breaches scheme, the Spam Act 2003 (Cth), and applicable overseas laws for cross‑border transfers.

8.2 Partner will implement appropriate technical and organisational security measures. Partner will promptly (and no later than 48 hours) notify RipeGlobal of any data breach affecting RipeGlobal data.

8.3 Partner must not scrape, sell, or use personal information obtained via the Program for purposes outside these Terms without consent and lawful basis.


9. Records, Verification & Audit

9.1 Partner will maintain reasonable records relating to promotional activities and traffic sources for at least 12 months.

9.2 With at least 7 days’ notice, RipeGlobal may request reasonable records or conduct a limited review (remote or desk‑based) to verify compliance and detect fraud. Reviews will not unreasonably disrupt Partner’s business.


10. Warranties; Anti‑Bribery & Sanctions

10.1 Each party warrants it has the power and authority to enter into these Terms and will comply with applicable laws, including anti‑bribery and anti‑corruption laws. Partner represents it is not a sanctioned person and will comply with applicable sanctions/export laws.

10.2 Disclaimer. To the extent permitted by law, RipeGlobal provides the Program and any materials “as is” and disclaims all warranties not expressly set out in these Terms. Nothing in these Terms excludes, restricts, or modifies any non‑excludable rights under the Australian Consumer Law (ACL).


11. Indemnity

Partner will indemnify and hold harmless RipeGlobal, its affiliates, and personnel against third‑party claims, losses, damages, costs (including reasonable legal fees) arising from: (a) Partner’s breach of these Terms or Program Details; (b) unlawful, misleading, or non‑compliant advertising; (c) misuse of Brand Assets or other IP; or (d) fraud, wilful misconduct, or gross negligence by Partner.


12. Limitation of Liability

12.1 Cap. To the maximum extent permitted by law, each party’s aggregate liability arising out of these Terms is capped at the commissions paid or payable to Partner in the 12 months preceding the first event giving rise to liability.

12.2 Carve‑outs. The cap in Section 12.1 does not apply to: (a) Partner’s indemnity obligations (Section 11); (b) breach of confidentiality (Section 7); (c) infringement or misuse of IP/Brand Assets; or (d) liability that cannot be limited under the ACL.

12.3 Exclusions. To the extent permitted by law, neither party is liable for indirect, incidental, special, exemplary, or consequential damages, loss of profits, or loss of data, even if advised of the possibility. Nothing limits liability for which liability cannot be excluded under the ACL.


13. Term, Termination & Effects

13.1 Term. These Terms apply from the date you accept them or first participate in the Program and continue until terminated.

13.2 Convenience. Either party may terminate participation on 14 days’ written notice.

13.3 For Cause. RipeGlobal may suspend or terminate immediately for breach, fraud, or conduct harmful to RipeGlobal’s reputation or brand.

13.4 Effects. On termination: (a) licences to use Brand Assets cease and Partner must promptly remove them; (b) Partner will be paid for Qualified Transactions attributed within the applicable Attribution Window and order dates prior to the termination effective date; and (c) Sections 6–8, 10–12, 13.4, 14–16 survive.


14. Dispute Resolution

14.1 The parties will first attempt to resolve disputes through good‑faith negotiations.

14.2 If unresolved after 30 days, the parties will refer the matter to mediation (Resolution Institute or ACICA Mediation Rules) in Brisbane, Queensland.

14.3 If still unresolved within 30 days of mediation referral, the dispute will be finally resolved by binding arbitration administered by ACICA in Brisbane under the ACICA Arbitration Rules. The language is English. The tribunal will consist of one arbitrator unless otherwise agreed. Proceedings are confidential; each party bears its own costs unless the tribunal decides otherwise.

14.4 Injunctive Relief. Either party may seek urgent injunctive or equitable relief in a court of competent jurisdiction for actual or threatened misuse of IP or Confidential Information.


15. Changes to Terms

Material changes to these Terms will be notified by email or via the partner portal and will take effect no earlier than 30 days after notice. If Partner objects, Partner may terminate before the effective date; unpaid eligible commissions remain payable per Section 13.4. Changes will not apply retroactively to already‑attributed transactions.


16. General

16.1 Governing Law; Venue. These Terms are governed by the laws of the State of Queensland, Australia. Subject to Section 14, the parties submit to the exclusive jurisdiction of the courts of Queensland.

16.2 Force Majeure. Neither party is liable for delays or failure to perform due to events beyond reasonable control (other than payment obligations) provided reasonable efforts are used and notice is given.

16.3 Assignment & Subcontracting. Neither party may assign these Terms without the other party’s prior written consent, not to be unreasonably withheld, except RipeGlobal may assign to an affiliate or in connection with a reorganisation, merger, or sale of substantially all assets. RipeGlobal may subcontract performance; it remains responsible for subcontractors.

16.4 Notices. Notices may be given by email to the addresses on record and are deemed received when sent, unless the sender receives a bounce‑back.

16.5 Entire Agreement; Waiver; Severability. These Terms and the Program Details are the entire agreement regarding the Program. Failure to enforce is not a waiver. If any provision is unenforceable, it will be modified to the minimum extent necessary to be enforceable, and the remainder remains in effect.

16.6 Counterparts; E‑Signatures. These Terms may be executed in counterparts and by electronic signatures, each of which is deemed an original.

By applying for and/or participating in the Program, Partner acknowledges that it has read, understood, and agrees to these Terms.