Terms of Service

1. Acceptance of Terms

By accessing or using the Harmonia platform ("Platform"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree, do not use the Platform. "We," "us," and "our" refer to Harmonia LLC. "You" refers to the individual or entity using the Platform.

2. Platform Description

Harmonia is an affiliate marketing platform connecting health and wellness brands ("Brands") with athletes and creators ("Athletes"). Brands create affiliate programs with tracked links. Athletes promote brands using unique tracking links and earn commissions on attributed sales. The Platform provides link tracking, attribution, commission calculation, and payout management.

The Platform serves three roles: Brands (program creators and the paying customer), Athletes (affiliate promoters who earn commissions), and Administrators (platform operators).

3. Account Registration

Accounts are created through our authentication provider, Clerk. You must provide accurate, current information during registration. You are responsible for maintaining the security of your account credentials. One account per individual or entity. Brands register as organizations; athletes register as individual users.

During the initial launch period, athlete registration is by invitation only. Open registration may be enabled at our discretion.

4. Brand Terms

By creating a Brand account and publishing a program, you agree to:

• Set commission rates for each program (flat dollar amount or flat percentage per sale). You control your own rates.
• Pay invoiced amounts within the billing cycle. Harmonia invoices brands monthly via Stripe for commissions earned by athletes plus a 20% platform fee.
• Install our Shopify integration to enable order attribution. This includes a custom app installation and webhook registration on your Shopify store.
• Review and approve or reject athlete applications to your programs in a timely manner.
• Provide accurate program terms and conditions that athletes can review before applying.

5. Athlete Terms

By creating an Athlete account and participating in programs, you agree to:

• FTC disclosure: You must disclose your affiliate relationship in all promotions per Federal Trade Commission guidelines (16 CFR Part 255). This includes clear and conspicuous disclosure on social media posts, stories, videos, and any content containing your tracking link. We provide disclosure templates; you are responsible for using them.
• Use tracking links only as intended. Do not engage in click fraud, cookie stuffing, self-referrals, or any form of attribution manipulation.
• Not post tracking links on coupon, cashback, or deal aggregator sites unless explicitly permitted by the brand's program terms.
• Provide accurate profile information. Your public social profile URLs may be analyzed by our quality scoring system.
• Complete identity verification through Stripe Connect before receiving payouts. Stripe handles all KYC (Know Your Customer) verification; we never access or store your SSN, bank account details, or government ID.

6. Commissions and Payments

• Commission rates are set by each brand per program. There is no platform-wide rate.
• Harmonia charges a 20% platform fee on athlete commissions, billed to the brand on top of the commission amount.
• Commissions accrue when an attributed order is confirmed. If the customer receives a refund within the brand's refund window, the commission is reversed proportionally on the athlete's ledger.
• Brands are invoiced monthly. Athlete payouts are processed after the brand's invoice clears.
• Minimum payout threshold is $25. Balances below $25 roll over to the next payout cycle. On December 15 each year, all balances are paid out regardless of threshold for tax reporting purposes.
• Payouts are made via Stripe Connect (Express). Stripe issues 1099-NEC forms automatically for US-based athletes earning over $600 per calendar year.

7. Intellectual Property

The Platform, including its design, code, and branding, is owned by Harmonia LLC. Brands retain ownership of their brand assets, product content, and program terms. Athletes retain ownership of their promotional content.

By using the Platform, brands grant Harmonia a license to display their brand name, logo (if provided), and program details to athletes on the marketplace. Athletes grant brands the right to review their public social profiles as part of the application process.

8. Limitation of Liability [LAWYER REVIEW NEEDED]

This section requires review by a qualified attorney before the Platform launches commercially. It should address: limitation of damages (direct, indirect, consequential), dollar caps on liability, warranty disclaimers, and force majeure.

9. Indemnification [LAWYER REVIEW NEEDED]

This section requires review by a qualified attorney. It should address: which party indemnifies whom, scope of indemnification (IP claims, data breaches, FTC violations by athletes), and defense obligations.

10. Dispute Resolution [LAWYER REVIEW NEEDED]

This section requires review by a qualified attorney. It should address: governing law and jurisdiction, mandatory arbitration vs. litigation, class action waiver (if applicable), and venue selection.

11. Termination

Either party may terminate their account at any time. Brands may end individual programs, which will stop new applications and tracking. Athletes may withdraw from programs.

We may suspend or terminate accounts for violations of these Terms, including fraud, manipulation, or misrepresentation. Earned but unpaid commissions will be paid out according to the standard payout schedule, unless the commissions resulted from fraudulent activity.

12. Modifications

We may update these Terms at any time. Material changes will be communicated via email or platform notification at least 30 days before taking effect. Continued use of the Platform after the effective date constitutes acceptance of the updated Terms.

13. Contact

Questions about these Terms should be directed to legal@harmonia.llc.