Trade Partner Programme Terms - Hiram Trade

Version: 2026-10-05. Effective date: 2026-10-05.

These terms govern the Trade Partner Programme ("Programme") run by JIII-LEGACY ("Operator"). They supplement the Platform Terms; capitalised terms have the meaning given in the Platform Terms. For matters concerning the Programme these terms prevail. The Polish version is binding; this English version is provided for information.

1. Who a Partner is

1. A Partner is a User whose application to the Programme the Operator has approved. A Partner may be an individual, with or without a registered business, or an organisation, from any country, subject to sanctions and anti-money-laundering law. A Partner who is an individual without a registered business is responsible for settling tax on commissions in accordance with point 6(5).
2. One User may hold one Partner account. Holders of a Platform operator role cannot be Partners.
3. The Partner acts independently and on its own account. The Partner is not an employee, attorney or representative of the Operator and may not make statements or conclude contracts on the Operator's behalf.
4. The territory a Partner states (for example a country or region) is for information only and gives no exclusivity.

2. Application and approval

1. The application is submitted on the Platform under "Partner", accepting the current version of these terms.
2. The Operator may approve or reject an application without giving reasons and may, before approval, ask for further information, including identification data.
3. After approval the Partner receives a personal referral code and link. The code and link may not be sold or passed on to others.

3. Linking a Company to a Partner

1. A Company is linked to a Partner when the User who creates it signed up with the Partner's code or link, or entered the code within 72 hours of signing up, and created the Company within 90 days of signing up. Only the first Company created by that User is linked.
2. The first valid code counts. A Company has one Partner at a time. A code of another Partner entered later does not change the link.
3. No link is created when the Company belongs to the Partner or a person related to it, the Company's registry data match a Company already on the Platform, the Partner is suspended, or the deadline in point 1 has passed.
4. The Operator may link a Company to a Partner manually, change or remove a link, with a reason recorded in the change history. Commission from a manual link applies only to Deals agreed after the link was made.
5. A Company referred by a Partner is told so, and its administrator sees which Partner it came through.
6. During the Closed Beta a Partner code does not replace an invitation. At the Partner's request the Operator issues invitations marked with the Partner's code.

4. Partner commission

1. For each Deal completed on the Platform by a Company linked to the Partner, the Partner is entitled to a commission of 30% of the Transaction Fee actually charged by the Operator on that Deal. The commission applies for 24 months from the date the Company was linked and to Deals with any counterparty.
2. The rate and period are fixed on the date the Company is linked and do not change for that link, unless a change is more favourable to the Partner.
3. One commission is due per Transaction Fee. Where the two sides of a Deal are linked to different Partners, the Partner of the selling side receives the commission and, if that Partner does not meet the conditions for a commission, the Partner of the buying side. A commission is not split between Partners.
4. No commission is due where the Partner or its company is a party to the Deal, where the Transaction Fee was not charged, was cancelled or refunded, or for a Deal agreed before the Company was linked.
5. A commission is paid only once the linked Company holds at least Verification Level 02 ("Company verified"). Until then the commission is on hold.

5. Pilot phase

1. The Programme starts in a pilot phase. During it the Platform records Company links; commission calculation and payouts are switched on later.
2. Commissions for Deals completed during the pilot phase by Companies linked during it are calculated by the Operator once commission calculation is switched on, under point 4, from the date stated by the Operator in the notice referred to in paragraph 3, covering the whole pilot phase.
3. The Operator will tell Partners at least 7 days in advance when commission calculation is switched on.

6. Payouts and taxes

1. A commission becomes payable 14 days after the Company has paid the invoice for the Transaction Fee.
2. Commissions are calculated in USD. Payouts are made monthly once payable commissions reach at least 100 USD. A lower amount carries over to the next month. Payouts are made through the payment operator Stripe ("Payment Operator") to the account the Partner has registered with the Payment Operator or, where the Payment Operator does not serve the Partner's country, by bank transfer. Payouts through the Payment Operator are made in Polish zloty (PLN) or, where the Payment Operator pays the Partner abroad, in the currency of the Partner's account, converted from USD at the rate actually applied by the Payment Operator on the payout day; the rate applied is shown in the payout statement. Payouts by bank transfer are made in USD.
3. Before the first payout the Partner provides identification and tax details, registers a payout account with the Payment Operator or, where the payout is made by bank transfer, provides bank details, and completes identity verification. Without them payouts are held.
4. Each payout is approved by one person at the Operator and executed by another.
5. The Partner is responsible for its own taxes and contributions on commissions in its country. The Operator may withhold tax where the law requires and reports data to tax authorities where the law requires. The Operator may make a payout conditional on receiving from the Partner an invoice, a bill, a certificate of tax residence or another document required by law; tax lawfully withheld reduces the payout.
6. If a Transaction Fee is refunded after the commission on it was paid, the Operator may set the amount off against later payouts.
7. The following costs, charged at the current rates of the Payment Operator or the bank, reduce the payout: the Payment Operator's or the bank's payout fee, the cost of currency conversion, and the Payment Operator's monthly fee for the Partner's payout account for a month in which a payout is made. These costs are shown in the payout statement.

7. What a Partner may not do

1. Refer fictitious companies or companies with no real trade, or create Companies to earn commission.
2. Send unsolicited bulk messages, impersonate the Operator, or use its marks in a misleading way.
3. Promise prices, results, payment guarantees or Deals on behalf of the Platform.
4. Take hidden payments from a Company or its counterparty. Anyone who presents themselves as acting for one party may not accept undisclosed benefits from the other party. The margin of a trader reselling goods in its own name and the fee of a seller's sales agent paid by the seller are allowed.
5. Encourage Companies to move Deals off the Platform.
6. Breach sanctions, anti-corruption or anti-money-laundering law.

8. Data and confidentiality

1. In the partner dashboard the Partner sees the linked Companies, their stage (signed up, verified, active, first Deal) and its commissions. The Partner does not see Companies' prices, counterparties, messages or Deal terms.
2. The Operator processes the Partner's data under the Privacy Policy, to run the Programme, settle commissions and meet legal obligations. No IP address is stored when a referral link is clicked.
3. The Partner uses information about Companies obtained in the Programme only for the Programme.

9. Suspension and termination

1. The Operator may suspend a Partner on suspicion of a breach of these terms. While suspended, no new links are created and payouts are held.
2. The Operator may end a Partner's participation for good cause, in particular a breach of point 7. Commissions not yet approved for payout on the day of such termination are forfeited. The Operator may also require repayment of commissions paid for Companies or Deals affected by the breach.
3. A Partner may leave the Programme at any time. Commissions payable on the day of leaving are paid out under point 6.

10. Changes to these terms

The Operator gives Partners at least 15 days' notice of a change to these terms. A change does not worsen commission terms for Companies linked before it takes effect. A Partner who does not accept a change may leave before it takes effect.

Version 2026-10-05 of these terms applies, from its effective date, to Partners who join the Programme by accepting these terms on or after that date. A Partner who accepted an earlier version is bound by version 2026-10-05 only if it expressly accepts it. A Partner who does not accept it remains under version 2026-09-28.

11. Liability, complaints, law

1. The Operator is not responsible for how Deals between Companies proceed or for whether referred Companies conclude Deals.
2. Complaints about the Programme, including commission calculation, are handled under the Platform's complaints procedure.
3. Polish law applies. The Polish version of these terms is binding; the English version is for information. Disputes are resolved by the common court having jurisdiction over the Operator's registered office and, where the Partner is a consumer, by the court having jurisdiction under the general rules. The choice of law does not deprive a Partner who is a consumer of the protection afforded by the mandatory provisions of the country of their habitual residence.