Referral Partner Program Terms

1. Agreement

These Referral Partner Program Terms ("Partner Terms") are a legally binding agreement between Rivvi AI Inc., a Delaware corporation ("Rivvi," "we," "us," or "our"), and the individual or entity applying to or participating in the Rivvi referral partner program ("Partner," "you," or "your").

By submitting an application, checking the acceptance box on the apply form, or using a Rivvi partner API key or referral link, you agree to these Partner Terms. If you do not agree, do not apply or participate.

These Partner Terms are version 2026-08-16. The version you accept is recorded on your partner record.

2. The program

Rivvi operates a conversational AI platform for healthcare organizations. The referral partner program lets approved partners introduce healthcare practices to Rivvi and earn a share of the net revenue Rivvi collects from those referred organizations.

Participation is by application and Rivvi approval only. Submitting an application does not create a partnership, agency, employment, or joint-venture relationship. You are an independent contractor.

3. Eligibility and application

You represent that:

• You are at least 18 years of age
• The information in your application is accurate
• You have authority to bind the company named in your application, if any
• You will comply with applicable law, including healthcare marketing, anti-kickback, and privacy rules that apply to your activity

Rivvi may approve, decline, or later suspend any application or partner account at its discretion. Approval is communicated by email and includes a partner API key and a referral link.

4. How referrals work

4.1 Attribution

Each approved partner receives a unique referral link (typically a rivvi.link short link) and may also submit a practice directly through the partner portal. A referred organization is attributed to you when:

• The organization signs up through your referral link, or
• You submit the organization through the partner portal before they have an existing Rivvi account

Rivvi's records of click, signup, and checkout attribution are conclusive for program purposes.

4.2 What you may do

You may share your link, introduce Rivvi to practices you already work with, and submit referrals through the portal. You may not:

• Bid on Rivvi trademarks or brand terms in paid search
• Impersonate Rivvi or represent yourself as a Rivvi employee
• Make claims about Rivvi's clinical outcomes, HIPAA posture, or pricing that Rivvi has not published
• Collect or transmit Protected Health Information (PHI) to Rivvi as part of a referral
• Offer or accept kickbacks, fee-splits, or other remuneration that would violate the federal Anti-Kickback Statute or similar state law
• Spam, scrape, or use deceptive marketing to generate referrals

4.3 Referred organizations

Referred organizations contract directly with Rivvi under Rivvi's Terms of Service, Privacy Policy, and (when they handle PHI) a Business Associate Agreement. You are not a party to those agreements and have no right to a referred organization's data.

5. Revenue share

5.1 Rates

Unless a written schedule says otherwise, you earn:

• 10% of Qualifying Revenue during the referred organization's first 12 months of paid service
• 5% of Qualifying Revenue thereafter, for as long as the organization remains a paying Rivvi customer and you remain an active partner

"Qualifying Revenue" means amounts Rivvi actually collects from the referred organization for Rivvi platform subscription and usage fees, net of refunds, chargebacks, taxes, and payment-processing fees. It does not include professional services, pass-through telephony costs Rivvi does not mark up as platform revenue, or amounts never collected.

5.2 Payouts

Commissions are calculated and paid through Rivvi's partner payout provider (currently Dub Partners, integrated with Stripe). Holding periods, minimum payouts, and tax-form requirements of that provider apply. Rivvi may change the payout provider with notice.

Commissions are contingent on the referred organization remaining in good standing. Refunds and chargebacks reverse the related commission.

5.3 No other compensation

Unless Rivvi agrees in writing, the revenue share is your only compensation. Rivvi does not reimburse marketing spend, travel, or other costs.

6. Partner credentials

Your API key is the credential for the partner portal. Anyone with the key can act as you. Keep it confidential. Rivvi can rotate or revoke a key if it is lost, leaked, or abused. Rivvi cannot retrieve a lost key — we can only issue a new one.

7. Confidentiality and data

You will not disclose Rivvi non-public information (pricing not on rivvi.ai, unreleased features, customer lists, or these Partner Terms' commercial exceptions) except as needed to refer a practice.

Do not send Rivvi patient lists, medical records, or other PHI as part of a referral. Referrals identify the practice and a business contact only.

8. Term and termination

These Partner Terms start when you accept them and continue until terminated.

Either party may terminate for convenience with 30 days' written notice. Rivvi may suspend or terminate immediately for material breach, illegal activity, or reputational harm.

On termination:

• Your API key and referral links are disabled
• You stop representing yourself as a Rivvi partner
• Commissions already earned on Qualifying Revenue collected before the termination date remain payable, subject to holding periods and clawbacks
• You do not earn commissions on revenue collected after termination unless Rivvi agrees in writing

9. Modifications

Rivvi may update these Partner Terms. We will post the new version at rivvi.ai/legal/partner-terms and update the version date. Material changes will also be emailed to the address on your partner record. Continued participation after the effective date is acceptance of the new version.

10. Disclaimers and liability

THE PROGRAM IS PROVIDED "AS IS." RIVVI DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, RIVVI'S LIABILITY UNDER THESE PARTNER TERMS IS LIMITED TO THE COMMISSIONS PAID TO YOU IN THE 12 MONTHS BEFORE THE CLAIM, AND RIVVI IS NOT LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR LOST PROFITS.

You will indemnify Rivvi against claims arising from your marketing, your misrepresentations, or your violation of these Partner Terms or applicable law.

11. Governing law

These Partner Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. Disputes are resolved by binding arbitration in Delaware under the Commercial Arbitration Rules of the American Arbitration Association, except that either party may seek injunctive relief for intellectual-property or confidentiality breaches.

12. General

These Partner Terms are the entire agreement for the referral program. They do not amend Rivvi's Terms of Service or Privacy Policy for referred organizations. If a provision is unenforceable, the rest remains in effect. You may not assign these Partner Terms without Rivvi's consent. Rivvi may assign them to a successor. Notices to Rivvi: legal@rivvi.ai.

Rivvi AI Inc. Legal Department Email: legal@rivvi.ai

Questions about the program: support@rivvi.ai.