Ambassador Programme Terms

1. Parties & Acceptance

These Ambassador Terms form a binding contract between HUTCLUB LIMITED (company no. 15147202) trading as RunClub ("RunClub", "we", "us") and you, the individual applying to or participating in the RunClub Ambassador Programme (the "Ambassador", "you"). By ticking the acceptance box on the application form, you agree to these Ambassador Terms.

2. Nature of the Relationship

You participate as an independent introducer. Nothing in these Ambassador Terms creates a relationship of employment, partnership, agency or joint venture between you and RunClub. You are not authorised to make representations, warranties or commitments on RunClub's behalf.

3. Eligibility

You must be at least 18 years old, have the legal right to earn income in your jurisdiction, and not be a current employee, officer or contractor of RunClub. You confirm that participation does not breach any obligation you owe to a third party (such as an employer).

4. Your Activity

You introduce eligible venues to the RunClub partner programme via your unique referral code or referral link. You may use the materials we provide and additional content you create yourself, provided it complies with these Terms.

5. Commission Structure

For each Qualifying Venue you introduce, RunClub pays a one-off commission as follows, scaled by your tier:

• Starter (1-4 Qualifying Venues): £30 per venue
• Champion (5-9 Qualifying Venues): £40 per venue
• Legend (10+ Qualifying Venues): £50 per venue

Tiers apply prospectively from the venue at which you reach the threshold. Rates may be amended on 30 days' notice; changes apply only to venues introduced after the effective date.

6. What Counts as a Qualifying Venue

A venue counts as "Qualifying" only when all of the following are true:

• The venue signed up using your referral code or referral link;
• The venue successfully paid two consecutive monthly subscription invoices (or one annual invoice);
• The 30-day clearance window described in section 7 has passed without refund, chargeback or cancellation;
• The venue is not connected to you, an immediate family member or a business you control (no self-referrals);
• The signup was not procured by misrepresentation, impersonation or paid placement on RunClub trademark searches.

7. When Commission Is Earned, Payable and Paid

The commission lifecycle has three stages:

1. Pending: a credit is provisionally allocated to you when a referred venue completes signup and pays its first invoice. It has no cash value.
2. Earned: the credit becomes "Earned" when the second monthly invoice is paid (or, for annual plans, on the first paid invoice).
3. Payable: 30 calendar days after the Earned date, with no refund, chargeback or subscription cancellation in that window, the credit becomes "Payable" and forms part of your withdrawable balance.

8. Refund & Chargeback Clawback

If a referred venue receives a refund, a chargeback is filed, or the subscription is cancelled before the credit becomes Payable, the corresponding credit is reversed. If commission has already been paid and a clawback event occurs within 120 days of payment, you authorise us to deduct the amount from future commissions, or to invoice you for the amount if no future commission is due.

9. Payouts

You may request a payout once your Payable balance reaches £20. Payouts are processed in monthly batches on or about the first business day of each month. Default method is Revolut Business (UK GBP); bank transfer (BACS) is available on request. You are responsible for providing accurate payout details. We may withhold payment if details are missing or appear suspicious until verified.

10. Tax

You are responsible for declaring and paying any tax due on commissions you receive. RunClub does not withhold or deduct tax. Depending on your circumstances, you may need to register with HMRC for Self Assessment. Seek independent advice if you are unsure.

11. Promotion Rules

You agree not to:

• Bid on RunClub trademarks or branded keywords on Google Ads, Meta Ads or other paid platforms;
• Register domains containing "runclub" or confusingly similar terms;
• Send spam, unsolicited bulk email, or use purchased contact lists;
• Make false, misleading or unsubstantiated claims about RunClub, its features or its results;
• Impersonate RunClub staff or imply official endorsement of statements you make;
• Promote in a way that breaches the ASA / CAP Code on disclosure of paid relationships — clearly label sponsored content (#ad, #sponsored or equivalent).

12. Brand & IP

We grant you a limited, revocable, non-exclusive licence to use the RunClub name and logo solely to promote signups to the partner programme, in accordance with brand guidelines we may publish. The licence terminates when your participation ends.

13. Confidentiality

You will keep confidential any non-public information you receive from RunClub, including referral statistics, dashboard contents and venue lists. You will not disclose this information to third parties or use it other than to fulfil your role under these Terms.

14. Data Protection

Your personal data is processed in line with our Privacy Policy. We retain ambassador application and payout data for as long as required to operate the programme and meet legal obligations.

15. Termination

Either party may terminate participation at any time, on notice. On termination:

• Any commission already in the Payable stage will be paid in the next monthly batch, subject to the £20 minimum;
• Pending and Earned-but-not-Payable credits are forfeited if termination is for cause (fraud, material breach, repeated rule violations); otherwise they continue through the lifecycle as normal;
• Your referral code is deactivated and the brand licence in section 12 is revoked.

16. Liability

To the maximum extent permitted by law, our total aggregate liability under these Ambassador Terms is limited to the total commissions paid to you in the 12 months immediately preceding the event giving rise to the liability. We exclude liability for indirect, consequential, special or punitive losses. Nothing limits liability for death or personal injury caused by negligence, fraud or any liability that cannot lawfully be limited.

17. Changes to These Terms

We may update these Ambassador Terms from time to time. Material changes will be notified by email at least 30 days before they take effect. Continued participation after changes take effect constitutes acceptance.

18. Governing Law & Jurisdiction

These Ambassador Terms are governed by the laws of England & Wales. The courts of England & Wales have exclusive jurisdiction.

19. General

If any provision is held unenforceable, the remainder remains in force. Failure to enforce a right is not a waiver. You may not assign these Ambassador Terms without our consent. These Ambassador Terms form the entire agreement between us regarding the Ambassador Programme.

20. Contact

Questions about these Ambassador Terms? Email support@run-club.app.