(Last updated: June 30, 2025 — Effective July 1, 2025)
IMPORTANT — READ CAREFULLY. By clicking “Accept, ” executing an order form that incorporates these Partner Program Terms (“Terms”) or participating in the Fundraise Up’s partner program (“Partner Program”) in any manner, you (“Partner”) agree to be bound by these Terms on behalf of yourself or the organization you represent except as specifically provided below. If you do not agree, do not participate in the Partner Program.
These Terms supersede and replace any prior Partner Program terms in full, and, if applicable, any prior standalone partner or referral agreement (“Prior Agreement”) between Fundraise Up Inc. (“Company”) and the Partner to the extent the Terms do not conflict with the Prior Agreement or in full if a subsequent written agreement signed by both parties expressly states that the Terms prevail.
| Term | Meaning |
|---|---|
| “AARR” | Analytical Annual Recurring Revenue, which is the Company’s live algorithmic model that calculates expected annual recurring revenue derived from the Customer. |
| “Affiliate” | An entity that controls, is controlled by or is under common control with a party, where “control” means ownership of ≥50% of voting securities or the power to direct management. |
| “Closed Won” | An Opportunity is set to Closed Won in the Company’s CRM after twenty-five (25) successful donations processed by the Company for the Customer. |
| “Commission” | A certain percentage of Eligible Revenue earned by the Partner as provided by these Terms. |
| “Co-onboarding Memorandum” | Company’s Co-onboarding Memorandum of Understanding applicable to the provision of Professional Services to Solutions Customers available here. |
| “Customer” | A Referred Prospect that: (i) is accepted by Company via the Partner Portal; and (ii) has entered into a definitive written agreement with the Company during the Term (as defined below) for the paid use of the Platform. |
| “Eligible Revenue” | Net amounts actually received by Company from a Customer as fees for the Platform during the first twelve (12) consecutive months following the Closed Won, excluding taxes, credits, refunds, charge-backs, discounts, professional-services fees, onboarding, training, hardware, pass-through costs and fees and any amounts collected after termination of these Terms. |
| “Lifetime Closed Business of SMB+ Partner-Sourced Revenue” | The total amount of the Eligible Revenue derived from the Partner’s Referrals within the Company’s Small Market, Mid-Market, Enterprise, or Strategic segments during the Term. |
| “Platform” | Company’s proprietary cloud platform for online donations, as updated from time to time. |
| “Opportunity” | The stage of the buying cycle where the Referred Prospect is engaging with the Company’s sales team and has not completed the sales cycle. |
| “Partner Portal” | The online interface provided by the Company for the Partner’s program participation, prospect registration, training and reporting. |
| “Professional Services” | Onboarding and training services provided by the Partner to the Customer that may include, without limitation, (i) account provisioning requests, including appointing one or more account administrators who will be responsible for the assignment and management of Customers’ accounts, providing the login, password and other information that will permit Customers and their users to access and use the Platform; and (ii) liaising between Customer and Company as may be necessary for on-boarding, consulting and training utilizing resources and materials provided to Partner by the Company. |
| “Referral” | The registration by Partner of a Referred Prospect in the Partner Portal or through partners@fundraiseup.com. |
| “Referred Prospect” | A prospect submitted by Partner to Company via the Partner Portal using Company’s then‑current prospect‑registration process. |
| “SMB+ Partner-Sourced Qualified Referrals” | The total amount of the Eligible Revenue derived from the Partner’s Referrals within the Company’s Small Market, Mid-Market, Enterprise, or Strategic segments on an annual basis from July to July. |
| “Solutions Customer” | A Customer with the AARR equal to at least $5,000. |
Enrollment. Partner’s participation in the Partner Program is subject to Company’s approval, which may be withheld or withdrawn in Company’s sole discretion. Company may require background, compliance or credit checks.
Referral Registration & Acceptance. Partner must register every Referred Prospect in the Partner Portal or by emailing partners@fundraiseup.com. Referral is established for the purposes of the Terms only if and when Company, in its sole discretion, accepts the Referred Prospect in writing via the Partner Portal. Company may reject any Referred Prospect for any reason, including existing contact with, or prior registration of, such prospect.
Non-Exclusivity. The relationship between the Company and the Partner is non-exclusive. The Company may market, sell or grant the Platform through any channel, including directly, and may engage other partners.
Tier-Based Commission and Benefits. Commission and benefits are based on the revenue share percentage assigned to Partner’s then-current tier pursuant to tier requirements outlined here. Tier status is determined solely by Company pursuant to the annual audit described in Section 4 or based on a custom agreement between the Company and the Partner, as the case may be.
Eligibility Conditions. Partner earns Commission only when: (a) Partner is in full compliance with these Terms, and any other Partner Program requirements as may be determined by the Company from time to time (e.g., PartnerStack registration and, if applicable, account mapping); (b) Referral is established pursuant to these Terms; (c) Customer has entered into a definitive written agreement with the Company during the Term for the use of the Platform; and (d) the applicable Opportunity is Closed Won.
Calculation. Commission is calculated on Eligible Revenue and is subject to any limitations, exclusions or claw-backs set out hereunder. If Partner’s tier changes pursuant to Section 4, the new revenue-share rate applies only to Closed Won Opportunities created on or after the effective date of the tier change. Opportunities created earlier continue to pay out at the revenue-share rate in effect when created.
Payment. Commission accrues only after Company receives the corresponding Eligible Revenue and is paid within forty-five (45) days following the end of the calendar quarter in which Partner’s aggregate unpaid Commission equals or exceeds US $1,000. Lesser amounts roll forward. Accurate tax and payment information is a pre-condition to payment.
Refunds & Claw-Back. If Eligible Revenue is refunded, credited or determined to be ineligible, Company may offset or recover from Partner the associated Commission regardless of whether such offset or recovery entails any tier change for the Partner.
Sole Compensation. Commission constitutes Partner’s entire compensation for all services and obligations under the Partner Program.
Annual Audit. Company will audit each Partner’s performance and re-tier Partners annually on July 1 based on the following criteria, which may be modified or amended from time to time by the Company in its sole discretion: (i) Lifetime Closed Business of SMB+ Partner-Sourced Revenue originated by the Partner, and (ii) SMB+ Partner-Sourced Qualified Referrals from July to July.
Promotion. To be promoted to a higher tier at the July 1 audit, Partner must have met or exceeded all performance thresholds for that higher tier during the immediately preceding audit period.
Demotion. If, at the July 1 audit, Partner is in a given tier but has not met the minimum threshold of SMB+ Partner-Sourced Qualified Referrals for that tier during the prior 12 months, Partner will be automatically demoted one tier effective July 1 and will remain at that lower tier until the next annual audit.
Benefits & Revenue-Share Changes. New tier benefits take effect on July 1. Any change in revenue-share percentage applies only to Opportunities created on or after July 1 of the relevant year.
Partner Program Requirements. All Partners are required to join PartnerStack to receive Commission, and Partners in Silver tier and above are requested to participate in account mapping.
Benefit Availability. All tier benefits are subject to availability and may require advance approval from Company’s marketing or other internal teams. Benefits cease immediately if these Terms are terminated for any reason.
Marketing Conduct. Partner will (a) market the Platform truthfully and only using then-current, Company-approved materials; (b) not make any representation, warranty or promise regarding the Platform or Company beyond those expressly authorized by Company in writing; and (c) conduct all activities in compliance with applicable laws, including anti-spam, anti-bribery, export-control and privacy regulations.
Professional Services for Solutions Customers. If Partner elects and Company approves in advance, Partner may provide Professional Services to Solutions Customers using only Company-supplied materials and strictly in accordance with Company’s implementation methodology subject to Partner’s signing the Co-onboarding Memorandum. Company bears no liability for Partner’s Professional Services. Company may amend, revise or update the Co-onboarding Memorandum, guidelines and materials in the sole discretion of Company at any time upon notice to Partner.
Conflicts; Non-Circumvention. Partner will not: (i) license or resell competing donation-processing software to a Referred Prospect or Customer during the twelve (12) months following the Referral without Company’s prior written consent; (ii) solicit Company’s employees or contractors for employment; or (iii) interfere with Company’s relationships with Referred Prospects or Customers.
Audit Rights. Upon ten (10) days’ notice, Partner will provide information reasonably requested by Company to verify compliance with these Terms.
Term. These Terms become effective on July 1, 2025 (the “Effective Date”). For any Partner that accepts these Terms on or after the Effective Date, the Terms commence on the date of such acceptance and continue until terminated (the “Term”).
Termination for Convenience. Either party may terminate the Terms or Partner’s Program participation at any time for any reason upon five (5) days’ written notice (email sufficient). Upon such termination, Partner will continue to be entitled to the Commission earned before the termination effective date.
Termination for Cause. Company may suspend or terminate immediately upon notice if Partner breaches these Terms, or any applicable law, or Co-onboarding Memorandum, if applicable, or if Company reasonably believes Partner’s conduct may harm Company, a Customer or the Platform. Partner will no longer be entitled to any Commission or Partner Program benefits upon such termination.
Change of Partner Program. Company may change or discontinue the Partner Program, or the Platform at any time. Continued participation after an update constitutes acceptance.
Wind-Down Obligations. Upon expiration or termination of these Terms for any reason, Partner shall immediately (a) cease all promotion of the Platform and all use of the trademarks, logos and other intellectual property of the Company; (b) remove any public references indicating that Partner is a Company partner; (c) return or, at Company’s option, securely destroy all Confidential Information (as defined below) and certify such destruction in writing; and (d) cooperate in good faith with Company for up to thirty (30) days to transition any active Referred Prospects, Customers or Opportunities to Company, at no additional cost to Company. Sections 7, 8, 11, 12, 13 and any other provisions intended by their nature to survive will remain in effect.
Partner will (a) keep all non-public information regarding Company, the Platform, Customers and prospects, including account credentials and on-boarding and training materials (“Confidential Information”), confidential using at least the same care it uses to protect its own confidential information (and no less than reasonable care); (b) use such Confidential Information solely to perform under these Terms; and (c) promptly notify Company of any unauthorized use or disclosure and take all actions reasonably requested by the Company to assist and cooperate in any investigation of, or efforts to halt, such unauthorized use or disclosure.
The foregoing survives two (2) years after expiration or termination, except that trade secrets remain protected as long as they qualify as trade secrets under applicable law.
All intellectual-property rights in and to the Platform, marketing materials, documentation and any derivative works are and shall remain solely with Company or its licensors. No rights are granted except the limited, revocable right to use Company-approved materials strictly to fulfill Partner’s obligations in accordance with the Terms.
Company Marks. Subject to Partner’s continuous compliance with these Terms (as amended from time to time), Company grants Partner a non-exclusive, non-transferable, non-sublicensable, royalty-free license during the Term to display Company’s name, logos and other word or design marks expressly approved in writing by Company (collectively, “Company Marks”) solely to (a) identify Partner as an authorized Fundraise Up partner, and (b) promote the Platform in connection with the Program. Partner shall: (i) use the Company Marks exactly as provided and not alter, obscure or misuse them; (ii) not register or attempt to register any trademark, domain name, social-media handle or other designation that is confusingly similar to the Company Marks; (iii) include any legends or ™/® notices that Company reasonably requests; and (iv) promptly cease or correct any use of the Company Marks that Company deems non-compliant.
Partner Marks. Partner hereby grants Company a reciprocal, limited license to list Partner’s name and logo on Company’s websites, slide decks and marketing collateral to identify Partner as a participant in the Partner Program.
Goodwill & Ownership. All goodwill arising from either party’s use of the other party’s marks shall inure exclusively to the owning party. Except as expressly licensed in this Section 10, nothing conveys any right, title or interest in or to any trademark, service mark or trade name of the other party.
Termination. Upon expiration or termination of these Terms (or upon written notice of suspension by Company), Partner shall immediately discontinue all use of the Company Marks and remove them from its websites, marketing materials, social-media accounts and any other public medium.
Mutual Warranty. Each party represents that it has the right and authority to enter into these Terms.
Partner Warranty. Partner represents and warrants that neither Partner nor its owners, directors or officers are subject to sanctions or listed on any restricted-party list. Partner warrants that it will perform all activities hereunder in a professional manner consistent with industry standards and all applicable laws.
Disclaimer. THE PLATFORM, PARTNER PROGRAM, MATERIALS AND ANY ACCESS PROVIDED TO PARTNER ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, AND COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE.
Partner shall defend, indemnify and hold harmless Company and its Affiliates, and their respective officers, directors and employees, from and against any claim, loss, damage, liability or expense (including reasonable attorneys’ fees) arising out of or related to: (a) Partner’s breach of these Terms; (b) Partner’s negligence, willful misconduct or violation of law; or (c) Partner’s marketing, representations or services to any Customer or Referred Prospect.
Indirect Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, REVENUE, DATA OR USE.
Aggregate Cap. COMPANY’S TOTAL LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE COMMISSIONS PAID OR PAYABLE TO PARTNER IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.
Exclusions. The limitations in this Section 13 do not apply to Partner’s confidentiality or indemnification obligations.
Independent Contractors. The parties are independent contractors; nothing herein creates an agency, joint venture or employment relationship.
Assignment. Partner shall not assign or transfer any rights, or delegate or subcontract any obligations under these Terms without the Company’s prior written consent. Any action in violation of the foregoing shall be deemed null and void ab initio. The Company may assign or transfer its rights and obligations under this Agreement at any time without the consent of the Partner. Subject to the limits on assignment stated above, this Agreement will inure to the benefit of, be binding upon, and be enforceable against, each of the parties hereto and their respective permitted successors and assigns.
Governing Law; Venue. These Terms are governed by the laws of the State of New York, excluding its conflict-of-laws rules. The courts (state and federal) located in New York County, New York shall have exclusive jurisdiction.
Notices. Except as otherwise stated, notices must be in writing and will be deemed given: (a) when delivered by a nationally recognized overnight courier (signature required); or (b) one (1) business day after sent via email to partners@fundraiseup.com. Partner is responsible for keeping its contact information current.
Severability; Waiver. If any provision is held invalid, the remaining provisions will remain in full force. A waiver must be in writing and signed; no waiver is implied from conduct.
Entire Agreement; Order of Precedence. These Terms constitute the entire agreement regarding their subject matter and supersede all prior or contemporaneous agreements. In the event of conflict, these Terms prevail unless a subsequent written agreement signed by both parties expressly states otherwise.
Amendments. Company may amend these Terms by posting an updated version on the Company’s website at fundraiseup.com or in the Partner Portal or otherwise providing notice. Amendments become effective on the stated effective date and apply prospectively. Continued participation constitutes acceptance.
Force Majeure. Company will not be liable for any delay or failure in performance of its obligations under these Terms to the extent caused by events or circumstances beyond its reasonable control - including, but not limited to, acts of God, natural disasters, pandemic, war, terrorism, civil unrest, labor disputes, government action or Internet or telecommunications failure, provided that Company uses commercially reasonable efforts to mitigate the effects of such event.
Injunctive Relief. Partner acknowledges that any breach or threatened breach of Sections 8 (Confidentiality & Data Security), or 9 (Intellectual Property) would cause irreparable harm to Company for which monetary damages would be an inadequate remedy. Accordingly, Company will be entitled to seek immediate equitable relief (including injunction and specific performance) in any court of competent jurisdiction, without the necessity of posting bond or proving actual damages, in addition to all other remedies available at law or in equity.
By selecting the “Accept” button (or equivalent electronic acceptance method) or by continuing to participate in the Partner Program after being notified of an update, the individual taking such action (the “Accepting Individual”) represents and warrants that: (a) the Accepting Individual has full legal power and authority to bind the organization identified as Partner to these Terms; and (b) the electronic act of acceptance constitutes that organization’s legally binding signature to these Terms for all purposes, including under the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN) and any similar applicable laws. The Parties agree that electronic records and signatures satisfy any requirement for a “writing” or “signature” under applicable law.
Questions? Contact partners@fundraiseup.com.