SCHEDULE 1 GORGIAS REFERRAL PROGRAM GUIDE

1. Application Process

To join the Referral Program the Referrer must complete the Seller’s Referral Program application online at https://www.gorgias.com/partner-program or through PartnerStack.  Referrer must provide accurate and truthful information in the application in order to join this program.  In this regard, Referrer certifies and represents that the information included in the Referrer’s Referral Program application is truthful, accurate, and complete.  Only a complete Referrer Program application will be accepted.  Seller reserves the right and discretion to reject any Referral Program application in its sole discretion. Seller will review the Referral Program application and notify the Referrer of its acceptance into the Referral Program via email.

The following is required from each Referrer as part of the application process: 

A. Information about the Referrer:

• Contact email address
• Company website (if not an individual)
• City
• Country
• Business type
• Size of the business team
• Number of clients

B. Referrer must complete Form W-9 for a U.S.-based Referrer, or Form W-8BEN or W-8BEN-E (for non-U.S. based Referrers). 

C. Referral Fee bank payment details.

2. Referral Program Tiers and Referral Fees

The following chart illustrates the referrer tiers, tier qualifications, applicable commission percentage, and the applicable commission period:

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Seller will pay to Referrer the Referrer Fees based on the applicable percentage of Net Revenue from sales of Services to Qualified Customer leads from Referrer during the applicable Commission Period.  “Net Revenue” means the amount actually paid to Seller by a Qualified Customer during the Commission Period, net of any discounts, credits, chargebacks, refunds, taxes payable on such sales, and marketing and customer development costs (e.g., travel, entertainment, meals, and lodging directly related to marketing and sales to Qualified Customers).  

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3. Potential Qualified Customers

Only customer leads that satisfy the criteria of a Qualified Customer and that purchase Services directly from Seller will qualify for the Referral Fees.  For the avoidance of doubt, a customer lead that was previously submitted by another referrer partner, is a current customer of Seller, or has previously purchased Services from Seller will not qualify as a Qualified Customer of Referrer  Qualified Customer leads can be submitted to Seller as follows:

• Direct email introduction to Seller’s partner manager;
• Via a completed Form on Gorgias website (available at https://www.gorgias.com/legal/referral-agreement); or 
• Via a completed Form using PartnerStack platform (available at https://dash.partnerstack.com/handshake)

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4. Notices

Notices to Seller regarding the Referrer’s participation in the Referral Program can be sent via email, video call, or phone based on the nature of the communication.

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5. Training

Upon reasonable request by Referrer, Seller will make good faith efforts to provide Referrer with training focused on the marketing and promotion of Seller’s Services. In addition, Seller may require that Referrer participate in mandatory training prior to generation of any Qualified Customer lead or payment of Referrer Fees. Seller may change any such training it provides from time to time in its sole discretion.

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6. Meetings

At the request of Seller, the Referrer agrees to meet, either in person or via teleconference, no less frequently than twice every calendar year to discuss the status of the relationship contemplated herein.