SCORE REFERRAL PARTNER AGREEMENT
Version 1.0
Effective Date: September 3, 2026
This Referral Partner Agreement ("Agreement") is entered into between Rate Tracker Payments LLC, an Ohio limited liability company ("Rate Tracker," "Company," "we," "our"), and the individual or entity accepting this Agreement ("Partner"). By enrolling in or participating in the Score Referral Partner Program, Partner agrees to be bound by this Agreement.
1. PURPOSE
The Score Referral Partner Program is designed to allow approved partners to introduce prospective business customers to the Score platform and eligible financial products and services offered by or through Rate Tracker. Nothing in this Agreement guarantees acceptance into the program or approval of any referred customer.
2. APPOINTMENT
Subject to this Agreement, Rate Tracker appoints Partner as a non-exclusive independent referral partner.
Partner is authorized to introduce prospective customers to Rate Tracker’s Score platform using their unique affiliate link.
Partner has no authority to:
- bind Rate Tracker;
- negotiate contracts on behalf of Rate Tracker;
- modify pricing;
- approve financing;
- approve merchant accounts;
- make guarantees;
- execute agreements on behalf of Rate Tracker; or
- represent itself as an employee, officer, legal representative, or agent of Rate Tracker.
3. INDEPENDENT CONTRACTOR
Partner is an independent contractor.
Nothing contained in this Agreement creates:
- employment;
- agency;
- partnership;
- franchise;
- joint venture;
- fiduciary relationship; or
- exclusive relationship.
Partner is solely responsible for its own:
- taxes;
- insurance;
- licenses;
- permits;
- business expenses; and
- legal compliance.
4. REFERRAL PROCESS
A referral is eligible for consideration if Partner signs the Merchant up for Score using their unique affiliate link(s). Rate Tracker retains sole discretion to determine whether a referral qualifies.
5. OWNERSHIP OF CUSTOMERS
Customers introduced through the program become customers of Rate Tracker.
Rate Tracker owns all customer relationships, contracts, goodwill, and business records relating to those customers.
Nothing in this Agreement grants Partner ownership of customer accounts or any continuing rights to those relationships.
6. COMPENSATION
Partner may be eligible to receive referral compensation as described in the applicable Compensation Schedule, Program Guide, or written addendum.
Unless otherwise agreed in writing:
- commissions are earned only after a qualifying funding event;
- compensation is calculated according to the applicable program rules in effect at the time the transaction qualifies;
- all calculations made by Rate Tracker in good faith are final absent a demonstrated clerical error.
Current program terms, if any, may include a referral payment based on funded volume or another approved compensation methodology, as separately communicated by Rate Tracker.
7. PAYMENT OF COMMISSIONS
Commission payments will generally be processed after:
- receipt of funds by Rate Tracker;
- verification of the qualifying transaction;
- completion of applicable fraud reviews; and
- satisfaction of any applicable hold periods.
Partner is responsible for providing accurate payment and tax information before payments are issued.
8. ADJUSTMENTS AND REVERSALS
If a qualifying transaction is later:
- cancelled;
- rescinded;
- refunded;
- charged back;
- determined to be fraudulent;
- duplicated; or
- otherwise determined not to qualify,
Rate Tracker may adjust future commission payments or request repayment of amounts previously paid, to the extent permitted by law and the applicable compensation program.
9. TAXES
Partner is solely responsible for all federal, state, local, and other taxes arising from compensation received under this Agreement.
Rate Tracker may issue any required tax reporting forms in accordance with applicable law.
10. PARTNER RESPONSIBILITIES
Partner agrees to:
- act honestly and professionally;
- provide accurate information;
- comply with all applicable laws;
- refrain from deceptive or misleading statements;
- avoid high-pressure sales tactics;
- maintain appropriate records where required;
- cooperate with reasonable compliance requests from Rate Tracker.
Partner shall not make representations regarding products, pricing, approval, or funding that have not been authorized by Rate Tracker.
11. COMPLIANCE
Partner agrees to comply with all applicable laws governing marketing, privacy, anti-discrimination, anti-corruption, consumer protection, and financial services. If licenses or registrations are required for Partner's activities under applicable law, Partner represents that it has obtained and will maintain those licenses or registrations.
12. MARKETING
Rate Tracker may provide marketing materials for Partner's use. Partner may use only current, approved marketing materials and shall not modify Rate Tracker's trademarks, logos, or branding without prior written approval. Partner may not create websites, advertisements, or promotional materials suggesting an affiliation beyond that authorized by this Agreement.
13. INTELLECTUAL PROPERTY
Rate Tracker retains all right, title, and interest in:
- Score;
- Financial Health Score;
- trademarks;
- logos;
- software;
- documentation;
- marketing materials;
- websites;
- intellectual property; and
- related goodwill.
Partner receives only a limited, revocable license to use approved marketing materials during the term of this Agreement.
14. CONFIDENTIAL INFORMATION
Each party agrees to protect the other's Confidential Information using reasonable care.
Confidential Information includes, without limitation:
- customer information;
- pricing;
- commission structures;
- software functionality;
- business strategies;
- product roadmaps;
- technical documentation; and
- non-public financial information.
These obligations survive termination indefinitely, except that trade secrets remain protected for so long as they qualify as trade secrets under applicable law.
15. AUDIT AND VERIFICATION
Rate Tracker may investigate suspected fraud, abuse, duplicate referrals, inaccurate submissions, or violations of this Agreement. Partner agrees to reasonably cooperate with such investigations.
16. SUSPENSION
Rate Tracker may suspend Partner's participation if it reasonably believes Partner has:
- violated this Agreement;
- engaged in fraud;
- submitted false information;
- violated applicable law;
- harmed customers;
- damaged Rate Tracker's reputation; or
- otherwise materially breached program requirements.
Where reasonably practicable, Rate Tracker will provide notice and an opportunity to cure before suspension, except where immediate action is reasonably necessary.
17. TERMINATION
Either party may terminate this Agreement upon thirty (30) days' written notice.
Rate Tracker may terminate immediately for:
- fraud;
- unlawful conduct;
- material breach of this Agreement;
- misuse of Rate Tracker intellectual property; or
- conduct reasonably likely to cause material harm to Rate Tracker or its customers.
Termination does not affect obligations that accrued prior to termination.
18. LIMITATION OF LIABILITY
The parties acknowledge that referral opportunities depend upon numerous factors outside either party's control. Neither party shall be liable to the other for indirect, incidental, consequential, special, exemplary, or punitive damages arising from this Agreement. Except for liability arising from fraud, willful misconduct, or obligations that cannot be limited under applicable law, each party's aggregate liability shall not exceed the total referral compensation paid or payable under this Agreement during the six (6) months preceding the event giving rise to the claim.
19. INDEMNIFICATION
Each party agrees to indemnify and defend the other against third-party claims arising from its own negligence, willful misconduct, violation of law, or material breach of this Agreement, subject to prompt notice and reasonable cooperation by the indemnified party.
20. GOVERNING LAW
This Agreement shall be governed by the laws of the State of Ohio. Any dispute arising under this Agreement shall be resolved in accordance with the dispute resolution provisions incorporated from the applicable agreement between the parties or, if none applies, in the state or federal courts located in Cuyahoga County, Ohio.
21. ASSIGNMENT
Neither party may assign this Agreement without the prior written consent of the other, except in connection with a merger, acquisition, corporate reorganization, or sale of substantially all assets.
22. ENTIRE AGREEMENT
This Agreement, together with any Compensation Schedule, Order Form, Program Guide, or other documents expressly incorporated by reference, constitutes the entire agreement regarding the referral relationship,
23. MODIFICATIONS
Rate Tracker may update the Referral Partner Program, including compensation schedules and operational procedures, upon reasonable advance notice. Material changes will not retroactively affect compensation already earned under the applicable program terms. Continued participation after the effective date of a change constitutes acceptance of the revised program terms.
24. SURVIVAL
The provisions concerning confidentiality, intellectual property, payment obligations, limitation of liability, indemnification, governing law, dispute resolution, and any provisions intended by their nature to survive termination shall remain in effect following termination.
25. CONTACT INFORMATION
Questions regarding this Agreement may be directed to:
Rate Tracker Payments LLC
Partner Success Team
7100 E. Pleasant Valley Road Independence, OH 44131
Support@getscore.io
(440) 829-6062
EXHIBIT A
SCORE REFERRAL PARTNER COMPENSATION SCHEDULE
Effective Date: ____________
This Compensation Schedule ("Exhibit A") is incorporated into and made part of the Score™ Referral Partner Agreement between Rate Tracker Payments LLC ("Rate Tracker") and the approved Referral Partner ("Partner"). Rate Tracker reserves the right to modify this Compensation Schedule in accordance with the Referral Partner Agreement.
1. PURPOSE
This Exhibit establishes the compensation payable to approved Referral Partners for introducing qualified business customers to the Score™ platform and eligible funding opportunities. Compensation is intended to reward successful introductions that result in completed funding transactions while ensuring fairness, compliance, and long-term program sustainability.
2. DEFINITIONS
For purposes of this Exhibit:
Qualified Referral means a prospective customer accepted by Rate Tracker that:
- was not previously an active customer or sales opportunity of Rate Tracker;
- was submitted through an approved referral process;
- satisfies Rate Tracker's qualification requirements; and
- complies with all program rules.
Qualified Funding means financing that:
- has been fully approved;
- has been funded by an approved funding partner through the Score platform;
- has not been cancelled or rescinded before funding; and
- has been confirmed by Rate Tracker.
Funded Volume means the total principal amount of Qualified Funding actually funded to the customer, excluding any fees, interest, future advances, renewals (unless otherwise approved), or amounts determined by Rate Tracker to be ineligible under this Exhibit.
3. STANDARD REFERRAL COMPENSATION
For each Qualified Funding, Partner shall earn:
0.50% of Qualified Funded Volume
Example
| Funded Amount | Partner Compensation |
|---|---|
| $25,000 | $125 |
| $50,000 | $250 |
| $100,000 | $500 |
| $250,000 | $1,250 |
| $500,000 | $2,500 |
Compensation is calculated solely on Qualified Funded Volume as determined in good faith by Rate Tracker.
4. PAYMENT TIMING
Referral compensation will generally be paid after:
- funding has been confirmed;
- Rate Tracker has received payment from the funding partner, if applicable;
- fraud and compliance reviews have been completed; and
- any applicable administrative hold period has expired.
Payments are generally issued on the next regularly scheduled partner payment cycle following satisfaction of these conditions.
5. NON-QUALIFYING TRANSACTIONS
No commission is earned for:
- duplicate referrals;
- existing Rate Tracker customers;
- opportunities already being pursued by Rate Tracker;
- withdrawn applications;
- declined applications;
- cancelled transactions;
- unfunded approvals;
- fraudulent applications;
- test submissions;
- self-referrals unless approved in writing;
- referrals submitted through unauthorized channels; or
- transactions otherwise designated by Rate Tracker as ineligible.
6. RENEWALS
Unless otherwise agreed in writing, commissions are paid only on the initial Qualified Funding.
Future renewals, refinances, modifications, or additional financing are not commissionable unless specifically approved by Rate Tracker under a separate written incentive program.
7. SPLIT COMMISSIONS
If multiple partners claim the same referral, Rate Tracker will determine commission eligibility based on which partner signed the customer up with Score using their unique affiliate link first. Rate Tracker's determination will be made in good faith and will be final absent a demonstrable clerical error.
8. PAYMENT METHOD
Referral compensation may be paid by ACH. Partners must provide complete and accurate payment instructions before payments can be processed.
9. TAX REPORTING
Partners are independent contractors. Rate Tracker will report payments as required by applicable law. Partners are solely responsible for all federal, state, and local taxes arising from compensation received.
10. ADJUSTMENTS
Rate Tracker may make reasonable adjustments for:
- duplicate payments;
- clerical errors;
- overpayments;
- underpayments;
- cancelled transactions;
- returned funding;
- fraud; or
- other calculation errors.
Any adjustment will be reflected on a future payment statement or otherwise communicated to the Partner.
11. PROMOTIONAL INCENTIVES
From time to time, Rate Tracker may offer temporary incentives, including:
- increased commission percentages;
- bonuses;
- contests;
- milestone awards;
- referral campaigns; or
- other promotional opportunities.
Unless expressly stated otherwise in writing, promotional incentives:
- are temporary;
- may be modified or discontinued prospectively upon reasonable notice; and
- are subject to any specific terms accompanying the promotion.
12. PAYMENT STATEMENTS
Rate Tracker may provide commission statements showing qualifying transactions and amounts paid. Partners should review each statement promptly and notify Rate Tracker of any good-faith dispute within sixty (60) days of the statement date. After that period, statements will generally be considered accepted absent fraud or manifest error.
13. COMPLIANCE REQUIREMENT
A Partner must remain in good standing under the Referral Partner Agreement to receive compensation. If a Partner is suspended or terminated for fraud, unlawful conduct, or a material breach of the Agreement, unpaid commissions may be withheld only to the extent permitted by the Agreement and applicable law. Commissions that were fully earned before termination will be handled in accordance with the Agreement and applicable law.
14. MODIFICATIONS
Rate Tracker may revise this Compensation Schedule upon reasonable advance notice. Changes will apply prospectively and will not reduce compensation that has already been earned under the version of this Exhibit in effect when the Qualified Funding occurred.
15. QUESTIONS
Questions regarding this Compensation Schedule may be directed to:
Rate Tracker Payments LLC
Partner Success Team
7100 E. Pleasant Valley Road Independence, OH 44131
Support@getscore.io
(440) 829-6062