KeptRing Partner Program Terms

1. Agreement and acceptance

1.1 The agreement. These Partner Program Terms (the "Terms") are a contract between Cornerstone Holdings Group LLC, an Indiana limited liability company doing business as KeptRing ("KeptRing", "we", "us"), and the person or business that accepts them ("Partner", "you"). If you accept for a business, you confirm you're authorized to bind it, and "you" means that business.

1.2 Electronic acceptance. You accept these Terms by checking the agreement box on our partner application or acceptance page. That electronic acceptance is your signature and has the same effect as a signed paper contract under the Indiana Uniform Electronic Transactions Act (Ind. Code 26-2-8) and the federal E-SIGN Act. We keep a record of the version you accepted, the exact agreement wording, and the date and time.

1.3 Eligibility. You must be at least 18, located in the United States, and able to give us a completed IRS Form W-9. We approve partners at our discretion and may decline any application without giving a reason.

2. Definitions

• "Program": the KeptRing Partner Program described in these Terms.
• "Referral Link": your personal link (keptring.com/r/YOURCODE, or ?ref=YOURCODE on a keptring.com page). "Referral Code": the code we assign you.
• "Attribution Window": 90 days from the first time a browser opens a valid Referral Link.
• "Referred Client": a business that signs up for a paid KeptRing subscription and is attributed to you under Section 4.
• "Qualified Referral": a Referred Client that (a) is attributed to you under Section 4, (b) completes checkout and pays its first invoice in full, (c) is not an Excluded Business, and (d) did not sign up in breach of these Terms.
• "Excluded Business": a business that, before its first attributed click or code entry, (i) is or was a KeptRing customer, (ii) appears in our records as an existing lead (for example, it started a signup, requested a missed-call audit, called our demo line and left its details, or corresponded with us about KeptRing) within the previous 12 months, or (iii) is a Self-Referral.
• "Self-Referral": a signup by you, your owners, officers, or employees, or by any business that you or they own (directly or indirectly, 10% or more) or control.
• "Collected Fees": the monthly subscription fees for a KeptRing plan that we actually receive in cleared funds from a Qualified Referral. Collected Fees exclude: extra-minute (overage) and other usage charges; taxes; credits, discounts, and promotional amounts; refunded or charged-back amounts; setup, porting, or other one-time charges; and amounts not yet collected.
• "Commission Period": the 12 months starting on the date the Qualified Referral's first paid invoice is paid. Only invoices paid during the Commission Period earn commission.
• "Commission": 25% of Collected Fees, calculated under Section 5.
• "Hold Period": 60 days after the date the Qualified Referral's payment is collected.
• "Customer Terms": the KeptRing Terms of Service at keptring.com/terms, which govern our relationship with each client.

3. The Program

3.1 Refer-only. The Program is refer-only. You may introduce businesses to KeptRing. You may not resell, white-label, sublicense, or bill for KeptRing, collect payments for us, or set up service for a client. Each client contracts directly with KeptRing under the Customer Terms, and KeptRing alone decides whether to accept a signup.

3.2 Same prices. Referred Clients pay KeptRing's published prices. There's no partner discount, and you may not offer one. A Referred Client may take a founding-customer rate on the same terms as any other customer while spots last. A referral doesn't reserve a spot.

3.3 No minimums, no fees. Joining is free. There's no quota or purchase requirement.

4. Referrals and attribution

4.1 First click. When a browser opens your Referral Link, keptring.com stores your code in a first-party cookie and the browser's local storage for the Attribution Window. If that browser already holds another partner's valid code from an earlier click, the earlier code keeps the credit and yours isn't stored.

4.2 Codes. A business may also enter your Referral Code in the signup form. A typed code counts only if no other partner's valid link code is stored in the browser used to sign up.

4.3 Credit is locked at checkout. When a Referred Client completes checkout, the attributed code is saved on its subscription in our billing system. That saved code controls for the rest of the Commission Period, even if cookies are later cleared.

4.4 Our records are final. Attribution is decided only by our tracking and billing records. They're final and binding, except for a clear error that you show us within the 30-day statement review window in Section 6.4. We don't credit referrals based on screenshots, emails, verbal introductions, or claims made after signup, and we don't offer manual lead registration under these Terms.

4.5 Conflicts. If two or more partners claim the same client, or a claim conflicts with our records, we decide it under this Section 4, and our decision is final. Only one partner earns commission on a client.

4.6 Exclusions. Excluded Businesses and Self-Referrals earn no commission. If we later learn that a client was an Excluded Business, or that a referral breached these Terms, we may remove the credit and reverse the related commissions under Section 7.

4.7 Tracking limits. Cookies can be blocked, cleared, or lost across devices. We don't guarantee that every click is tracked, and we owe nothing for a referral our records don't attribute to you.

5. Commissions

5.1 Rate and period. For each Qualified Referral, you earn a Commission of 25% of the Collected Fees from invoices paid during its Commission Period. After the Commission Period ends, you earn nothing more on that client, even if it stays a customer.

5.2 What doesn't earn. Free trials, clicks, signups that never pay, unpaid or partly paid invoices (until paid), extra-minute (overage) charges, taxes, credits, and refunded or disputed amounts earn no commission.

5.3 Examples. At the $197/month founding rate, one line earns $49.25 for each month paid. At the $249/month standard rate, it's $62.25. These are examples from our list prices, not a promise of results.

5.4 When a commission is earned. A commission is earned only when the client's payment is collected, and it stays subject to Sections 7 and 8.

6. Statements, payment, and taxes

6.1 Hold and availability. Each commission becomes available after its Hold Period, if it hasn't been reversed.

6.2 Payout. Once a month, we pay your available balance by ACH bank transfer in U.S. dollars, if (a) it's $25 or more, (b) we have your completed IRS Form W-9 and bank details, (c) you've accepted the current Terms, and (d) your participation isn't suspended. Balances under $25 carry forward to the next month. You pay any fees your own bank charges. We pay no interest on any balance, including amounts that are held, withheld, or paid late.

6.3 Statements. We email you a monthly statement showing your link clicks, trials started, paying Referred Clients (by business name and status only), and commissions earned, on hold, available, reversed, and paid.

6.4 Disputes about a statement. If you think a statement is wrong, email us within 30 days after we send it, with the details. If you don't, the statement is final and you waive any claim about it.

6.5 Taxes. You're responsible for all taxes on what we pay you. We don't withhold taxes unless the law requires it. We report payments on IRS Form 1099-NEC when the law requires (for 2026, when we pay you $2,000 or more in a calendar year). Send your W-9 only by the secure method we give you. Never email a W-9 or tax ID in plain text. We don't store tax ID numbers on keptring.com.

6.6 Errors. If we overpay you by mistake, we may deduct the overpayment from future payouts or ask you to repay it under Section 7.4.

7. Reversals, clawback, and offset

7.1 Automatic reversals. If a payment that earned a commission is refunded (fully or partly), charged back, or disputed, we reverse the related commission in proportion. We process refunds and chargebacks automatically as our billing system reports them. If the commission is still on hold, it's reduced or voided. If it was already paid, the reversal is deducted from your balance.

7.2 Credits and adjustments. If we later credit or adjust a client's account for a period that earned a commission, we may reverse that commission in proportion.

7.3 Clawback period. We may reverse a commission under Sections 7.1 or 7.2 for any refund, chargeback, dispute, or credit that occurs within 180 days after the client's payment. We may reverse any commission, at any time within 12 months after we pay it, if we find fraud, a Self-Referral, an Excluded Business, or a referral obtained in breach of Section 9.

7.4 Offset and repayment. We may offset any amount you owe us (reversals, overpayments, or damages under these Terms) against any amount we owe you. If your future commissions don't cover what you owe within 60 days, or your participation has ended, you agree to repay the balance within 30 days after we email you a request.

8. Withholding and forfeiture

8.1 Withholding during review. If we reasonably suspect fraud, a Self-Referral, or a breach of these Terms, we may withhold payouts on the affected referrals while we investigate. We'll tell you by email and try to finish within 90 days.

8.2 Cure period. If a breach can be fixed (for example, an ad missing a referral-fee disclosure), we'll email you, and you'll have 15 days to fix it. Fraud, a Self-Referral, a TCPA or spam violation, cookie stuffing, impersonation, a confidentiality breach, and repeated breaches can't be cured.

8.3 Forfeiture for cause. If you commit fraud, or you commit a breach that can't be cured or that you don't cure in time, you forfeit all commissions that are unpaid at that time, and we may end your participation under Section 14.

8.4 Tax documents and unclaimed balances. We hold payouts until we have your W-9 and bank details. If a balance stays unpaid for 12 months because you haven't sent them, even after we've emailed you at least twice, that balance is forfeited, to the extent the law allows. If a law (including unclaimed-property law) requires us to hold, report, or remit an amount instead, we'll follow that law.

9. How you may promote KeptRing (and how you may not)

9.1 Disclosure. You must clearly and conspicuously disclose your paid relationship with KeptRing whenever you recommend it, as the FTC Guides Concerning the Use of Endorsements and Testimonials in Advertising (16 CFR Part 255) require. For example: "I earn a referral fee if you sign up." The disclosure must sit next to the recommendation, not only in a footer or terms page.

9.2 You may not:

• Send unsolicited bulk commercial email or use purchased, rented, or scraped lists. Any commercial email you send must comply with the CAN-SPAM Act (accurate sender and subject lines, your postal address, and a working opt-out that you honor).
• Send cold texts, or make robocalls, prerecorded or artificial-voice calls (including AI-generated calls), or calls using an autodialer, to promote KeptRing. Don't call numbers on the National Do Not Call Registry or a company's do-not-call list. Follow the Telephone Consumer Protection Act and state telemarketing laws.
• Bid on "KeptRing" or any variation or misspelling of it as a keyword in paid search or social ads, or use it in ad text, display URLs, domain names, social handles, or app names.
• Present yourself as KeptRing, our employee, or our agent, or build sites, profiles, or ads that could be mistaken for ours.
• Make claims or promises about KeptRing that go beyond what keptring.com or our written partner materials say. That includes promising calls, jobs, revenue, or savings, saying KeptRing lowers Google's charges, quoting prices or terms other than ours, or giving legal or compliance advice on our behalf.
• Post, buy, or solicit fake reviews or testimonials, or reviews that hide a connection to you (see also 16 CFR Part 465).
• Offer or pay any incentive (cash, rebates, gifts, a share of your commission, or free services) to anyone for clicking, signing up, or starting a trial.
• Advertise a discount, coupon, or special KeptRing price, or post your link or code on coupon, deal, cash-back, or rebate sites.
• Cookie-stuff or fake attribution: forced or hidden clicks, invisible frames, pop-unders, automatic redirects, browser extensions or toolbars, or anything else that sets your code without a real, informed click.
• Use bots, scripts, or paid traffic to create clicks, or send traffic from sites with unlawful, adult, hateful, or misleading content.
• Break any other law that applies to your marketing, including privacy and consumer-protection laws.

9.3 Consequences. A referral obtained in breach of this Section 9 isn't a Qualified Referral. Any commission on it may be reversed under Section 7, and we may suspend or end your participation under Section 14. You must stop a practice as soon as we ask.

10. Brand license

10.1 License. While you're an active partner, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the "KeptRing" name and the logos we provide, only to refer businesses to KeptRing under these Terms.

10.2 Brand rules. Write "KeptRing" as one word with a capital K and R. Don't change our logo, combine it with your marks, or use colors or wording that suggest a joint venture or endorsement. Don't register or use any domain, handle, or trademark that contains "KeptRing" or anything confusingly similar. Follow any further written brand guidelines we send you.

10.3 Ownership. KeptRing owns its name, marks, content, and goodwill, and all use benefits KeptRing. We may revoke the license, or ask you to change or remove any material, at any time. You'll comply within 5 business days.

11. Confidentiality and data

11.1 Client data is ours. All information about KeptRing clients and prospects (including signups, accounts, calls, recordings, transcripts, leads, and billing) belongs to KeptRing or its clients. Your statement shows only each Referred Client's business name, account status, and the related commission amounts. You get no other client data, and you won't try to get it.

11.2 Confidential Information. "Confidential Information" means non-public information we share with you about the Program, our clients, pricing plans not yet published, our systems, or our business, including your statements. You'll use it only to take part in the Program, protect it at least as carefully as your own confidential information (and with at least reasonable care), and not disclose it except as the law requires. It doesn't include information that is public through no fault of yours, that you already lawfully had, or that you independently developed.

11.3 No scraping, no misuse. You won't scrape, crawl, or harvest keptring.com or our systems, probe or interfere with our tracking or security, or use anything you learn through the Program to market competing services to our clients.

11.4 Information you give us. If you give us a prospect's contact details, you confirm you may lawfully share them. We handle personal information as our Privacy Policy describes (keptring.com/privacy). It covers your partner details and the referral cookie.

12. Non-solicitation

12.1 Clients. While you take part in the Program and for 12 months after your participation ends, you won't, directly or through others, (a) solicit or induce any KeptRing client that you referred or learned of through the Program to cancel or reduce its KeptRing service, or (b) sell or refer that client to a service that competes with KeptRing's AI call answering. This doesn't restrict your own services to your clients that don't compete with KeptRing (such as marketing, websites, or bookkeeping), or a client that independently reaches out to you without solicitation.

12.2 People. For the same period, you won't solicit for employment or engagement any KeptRing employee or contractor you dealt with through the Program. General job ads not aimed at our people are fine.

12.3 Reasonableness. You agree these limits are reasonable and narrowly tailored to protect KeptRing's client relationships and goodwill. If a court or arbitrator finds any part too broad, that part will be enforced to the greatest extent the law allows, or struck, and the rest stays in effect.

13. Relationship of the parties

You're an independent contractor. Nothing in these Terms creates an employment, agency, partnership, joint venture, or franchise relationship. You have no authority to make promises, sign contracts, or take on obligations for KeptRing, and you won't say otherwise. You're responsible for your own costs, staff, insurance, licenses, and taxes. The Program is non-exclusive: you may promote other products, and we may work with other partners anywhere, including in your market. You pay no fee to join, and we provide no marketing plan, territory, or required methods.

14. Changes, suspension, and ending

14.1 Changes. We may change these Terms by emailing you the new version (or a link to it) at least 30 days before it takes effect. Changes apply only to referrals, clicks, and client payments after the effective date, never to commissions already earned. Changes that a law or regulator requires may take effect sooner. If you keep taking part after the effective date, you accept the change. If you don't agree, end your participation before then.

14.2 Suspension. We may suspend your Referral Link, codes, or payouts at any time if we reasonably suspect fraud or a breach, or while we investigate a complaint.

14.3 Ending. You may end your participation at any time by email. We may end your participation, or end the whole Program, at any time, with or without cause, by email. When your participation ends, your Referral Link and code stop working, your license under Section 10 ends, and you must stop using our marks and materials.

14.4 Commissions after ending. If participation ends for any reason other than cause, we'll pay commissions on Collected Fees collected through the end date, after their Hold Period and subject to Section 7. Any final available balance is paid with the last payout even if it's under $25. No commission is earned on payments collected after the end date. If we end your participation for cause (fraud, a breach that can't be cured or isn't cured under Section 8.2, or a breach of Sections 9, 10, 11, or 12), all unpaid commissions are forfeited.

15. Disclaimers

THE PROGRAM, TRACKING, AND STATEMENTS ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, KEPTRING DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY THAT TRACKING WILL BE UNINTERRUPTED OR ERROR-FREE. WE DON'T PROMISE ANY LEVEL OF REFERRALS, SIGNUPS, OR EARNINGS, OR THAT ANY CLIENT WILL STAY SUBSCRIBED. This doesn't limit our obligation to pay commissions that are owed under these Terms.

16. Limitation of liability

16.1 No indirect damages. TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE PROGRAM, EVEN IF ADVISED OF THEIR POSSIBILITY.

16.2 Cap. TO THE FULLEST EXTENT PERMITTED BY LAW, KEPTRING'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE PROGRAM WILL NOT EXCEED THE COMMISSIONS KEPTRING PAID YOU IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. This cap doesn't reduce commissions that are owed and unpaid.

16.3 Exclusions. Sections 16.1 and 16.2 don't limit (a) your obligations under Sections 7, 9, 10, 11, 12, or 17, (b) either party's liability for fraud or willful misconduct, or (c) liability that the law doesn't allow to be limited.

17. Indemnification

17.1 By you. You'll defend, indemnify, and hold harmless KeptRing and its owners, members, employees, and contractors from all third-party claims, government actions, fines, losses, damages, and costs (including reasonable attorneys' fees) arising from: (a) your marketing, including any email, text, call, ad, or statement; (b) your breach of these Terms; (c) your violation of any law, including the CAN-SPAM Act, the TCPA, state telemarketing laws, and FTC rules; (d) your misuse of our marks; or (e) your taxes.

17.2 By KeptRing. We'll defend, indemnify, and hold you harmless from third-party claims that the KeptRing name or logos, used exactly as we provide them and in line with Section 10, infringe a U.S. trademark.

17.3 Process. The indemnified party must notify the other promptly (a delay excuses the indemnifying party only to the extent it's harmed by the delay), let it control the defense and settlement, and cooperate at its expense. No settlement may impose an obligation or admission on the indemnified party without its written consent. If you don't take over the defense of a claim promptly, KeptRing may defend it itself, and you'll reimburse its reasonable costs.

18. Disputes, arbitration, and governing law

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES INDIVIDUAL ARBITRATION OF MOST DISPUTES AND WAIVES CLASS ACTIONS AND JURY TRIALS.

18.1 Informal resolution first. Before starting arbitration or a lawsuit, a party must email the other a notice describing the dispute and the relief it wants. Both parties must then try in good faith to resolve it for 30 days. Any limitation period is paused during those 30 days. This step doesn't apply to urgent claims under Section 18.3(b).

18.2 Binding arbitration. Any dispute, claim, or controversy arising out of or relating to these Terms or the Program, including its formation, scope, enforceability, breach, or termination (a "Dispute"), that isn't resolved informally will be resolved by final and binding arbitration. The American Arbitration Association ("AAA") administers it under its Commercial Arbitration Rules (including the Expedited Procedures where they apply) in effect when the arbitration is filed. There will be one arbitrator. The seat and place of arbitration is Indianapolis, Indiana, although hearings may be held by video or decided on written submissions. The arbitrator must follow these Terms, including Sections 15 and 16. Each party pays its own attorneys' fees and costs, and AAA fees are paid as the AAA rules provide, unless the arbitrator decides otherwise under applicable law. In any action to collect amounts owed under Section 7.4, KeptRing may recover its reasonable collection costs and attorneys' fees. The arbitration is confidential except as needed to enforce the award or as the law requires. Judgment on the award may be entered in any court with jurisdiction. The Federal Arbitration Act governs this Section 18.

18.3 Exceptions. Either party may (a) bring an individual claim in a small-claims court with jurisdiction, as long as it stays there and is pursued only individually; and (b) seek a temporary restraining order, preliminary injunction, or other equitable relief in court to protect its trademarks or other intellectual property or its Confidential Information, or to enforce Section 9.2 or 12, while the arbitration proceeds. You agree that a breach of Sections 9.2, 10, 11, or 12 may cause KeptRing irreparable harm for which money damages are not enough.

18.4 CLASS ACTION WAIVER. EACH PARTY MAY BRING DISPUTES ONLY IN ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OF DIFFERENT PARTNERS. If this waiver is found unenforceable as to a claim, that claim alone will be severed and decided in court under Section 18.6. A court, not the arbitrator, decides whether this Section 18.4 is enforceable.

18.5 JURY TRIAL WAIVER. TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL IN ANY DISPUTE THAT PROCEEDS IN COURT.

18.6 Venue. Any Dispute that isn't arbitrated (other than in small-claims court) must be brought only in the state courts in Marion County, Indiana, or the United States District Court for the Southern District of Indiana, Indianapolis Division. Each party consents to the jurisdiction of those courts.

18.7 Time limit for claims. Any claim arising out of or relating to these Terms or the Program must be filed within 1 year after it arises, not counting any time paused under Section 18.1. Otherwise it's permanently barred, to the extent the law allows. This doesn't shorten the statement-dispute deadline in Section 6.4.

18.8 Governing law. These Terms and all Disputes are governed by the laws of the State of Indiana, without regard to its conflict-of-laws rules, except that the Federal Arbitration Act governs Section 18.

19. General terms

19.1 Entire agreement and order of precedence. These Terms are the entire agreement between you and KeptRing about the Program. They replace any earlier proposals, one-pagers, emails, or conversations about it. If our partner pages, one-pager, emails, or statements conflict with these Terms, these Terms control. The Customer Terms govern each client's use of KeptRing and don't give you any rights.

19.2 Severability. If any provision is held unenforceable, it will be enforced to the greatest extent the law allows, or struck, and the rest of these Terms stays in effect.

19.3 Assignment. You may not assign or transfer these Terms, or any right to commissions, without our written consent. Any attempt to do so is void. We may assign these Terms, including to a successor in a merger, acquisition, or sale of assets. These Terms bind and benefit permitted successors and assigns.

19.4 Notices. We send notices to the email address on your partner record, and they count as received when sent. Keep that address current. You send notices to support@keptring.com, and they count as received when we receive them.

19.5 Survival. Sections 2, 6.4 through 6.6, 7, 8, 9.3, 10.3, and 11 through 19 survive the end of your participation, along with any payment obligations that have accrued.

19.6 Force majeure. Neither party is liable for a delay or failure caused by events beyond its reasonable control, such as natural disasters, outages of internet, telephone, banking, or payment networks, government action, or labor disputes. This doesn't excuse any obligation to pay amounts owed.

19.7 No waiver. A failure or delay in enforcing any part of these Terms isn't a waiver. A waiver counts only if it's in writing (email is fine) from an authorized KeptRing representative.

19.8 Headings and summaries. Headings and the "In plain English" summaries are for convenience. If a summary differs from the full text, the full text controls.

19.9 Questions. Email support@keptring.com.

What changed in version 1.1 (October 18, 2026)

Version 1.1 rewrites the Terms in fuller contract form. The money terms didn't change: 25% of collected subscription fees for 12 months, nothing on overage, taxes, or credits, no client discount, a 60-day hold, a $25 minimum with carry-over, monthly payouts, a W-9 before payout, and refer-only.

• Added definitions (Qualified Referral, Collected Fees, Commission Period, Excluded Business, Self-Referral).
• Attribution: our records are final, there's a 30-day statement review window, existing leads and customers are excluded, and we decide conflicting claims.
• Reversals are now automatic for refunds and chargebacks, with a 180-day clawback window (12 months for fraud), offset, and repayment.
• Added withholding during reviews, a 15-day cure period, forfeiture for cause, and unclaimed balances after 12 months (where the law allows).
• Expanded the marketing rules: CAN-SPAM, TCPA, brand bidding, impersonation, fake reviews, incentives, cookie stuffing, and the FTC disclosure duty.
• Added a brand license, confidentiality, a narrow 12-month non-solicit, independent-contractor terms, disclaimers, a liability cap, indemnities, and individual arbitration in Indianapolis with a class-action waiver and a 1-year claims period.
• A final balance under $25 is paid when participation ends without cause.

If you accepted version 1.0, we'll email you this version. It applies to you 30 days after that email, or sooner if you accept it.

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