Terms & Conditions

1. Introduction

These Terms and Conditions ("Terms") govern your use of the PearlHQ platform and website ("Platform"), operated by PearlHQ (trading name; business registration in progress as Pearl Group). By accessing or using our Platform, you agree to be bound by these Terms.

If you do not agree to these Terms, you must not use the Platform.

2. Definitions

• "Platform" means the PearlHQ website, software, and services at pearlhq.co
• "User" means any person who accesses or uses the Platform
• "Affiliate" means a User who signs up to promote brands through the Platform and earn commissions
• "Brand" means a business or merchant that lists products or services on the Platform for affiliate promotion
• "Commission" means the fee payable to an Affiliate for a verified referral or conversion
• "Content" means any material submitted to the Platform, including promotional links, creative assets, and profile information

3. Eligibility

By using the Platform, you confirm that you:

• Are at least 18 years of age
• Have the legal capacity to enter into a binding agreement
• Are not prohibited from using our services under applicable law
• Will provide accurate, complete, and up-to-date information when registering

We reserve the right to verify your identity and to refuse or terminate access at our discretion.

4. Account Registration

To access the Platform's core features, you must create an account. You are responsible for:

• Maintaining the confidentiality of your login credentials
• All activity that occurs under your account
• Notifying us immediately of any unauthorised use at bruna@pearlhq.co

We are not liable for any loss resulting from unauthorised use of your account.

5. Affiliate Programme Rules

Affiliates must comply with the following rules at all times:

5.1 Permitted Conduct

• Promote brands honestly and accurately, using only approved creative materials
• Disclose your affiliate relationship in all promotional content, as required by applicable advertising standards
• Only drive traffic through legitimate means including websites, social media, and email marketing

5.2 Prohibited Conduct

The following are strictly prohibited and will result in immediate account termination and forfeiture of unpaid commissions:

• Cookie stuffing, forced clicks, or any artificial inflation of traffic or conversions
• Self-referrals or generating commissions through your own purchases
• Trademark bidding or use of brand names in paid search without written approval
• Spam, unsolicited messaging, or deceptive marketing practices
• Impersonating brands, other affiliates, or PearlHQ
• Any form of click fraud, bot traffic, or manipulation of tracking systems

6. Commissions & Payments

Commission rates, structures, and payment terms are set out in the individual Brand programme details on the Platform. General terms are as follows:

• Commissions are earned upon verified, non-fraudulent conversions as tracked by our system
• PearlHQ reserves the right to reverse commissions for cancelled orders, refunds, or suspected fraud
• Payments are processed on the schedule specified in your account dashboard
• A minimum payout threshold applies, as specified per programme
• You are responsible for any taxes, levies, or duties applicable to your commission income in your jurisdiction

PearlHQ's tracking system is the sole source of truth for commission calculations. Disputes must be raised within 30 days of the relevant commission period.

7. Brand Responsibilities

Brands using the Platform agree to:

• Provide accurate product and service information and keep it up to date
• Honour all valid affiliate referrals and pay agreed commissions promptly
• Notify PearlHQ of any changes to commission structures with reasonable notice
• Comply with applicable advertising, consumer protection, and data privacy laws

8. Intellectual Property

All content, branding, code, and materials on the Platform are the property of PearlHQ or its licensors and are protected by intellectual property laws.

You may not copy, reproduce, distribute, or create derivative works from any Platform content without our prior written consent.

By submitting content to the Platform (such as promotional materials or profile information), you grant PearlHQ a non-exclusive, worldwide, royalty-free licence to use, display, and distribute that content for the purposes of operating the Platform.

9. Prohibited Use

You must not use the Platform to:

• Violate any applicable law or regulation
• Infringe the intellectual property rights of any third party
• Transmit malware, viruses, or any harmful code
• Scrape, crawl, or extract data from the Platform without authorisation
• Attempt to gain unauthorised access to any part of the Platform or its systems
• Engage in any activity that disrupts or interferes with the Platform's operation

10. Limitation of Liability

To the maximum extent permitted by law, PearlHQ shall not be liable for:

• Any indirect, incidental, special, or consequential loss or damage
• Loss of profits, revenue, data, or business opportunities
• Any loss arising from your reliance on information provided on the Platform
• Interruptions to the Platform, including downtime or technical failures

Our total liability to you in connection with these Terms shall not exceed the total commissions paid to or by you in the three months preceding the claim.

11. Indemnification

You agree to indemnify and hold harmless PearlHQ, its directors, employees, and agents from any claims, losses, damages, or costs (including legal fees) arising from:

• Your breach of these Terms
• Your violation of any applicable law
• Any content you submit to the Platform
• Your promotional activities as an Affiliate

12. Termination

We may suspend or terminate your account at any time, with or without notice, if we believe you have breached these Terms or engaged in fraudulent activity.

You may close your account at any time by contacting bruna@pearlhq.co. Upon termination, any outstanding commission payments will be processed subject to our fraud review.

Sections relating to intellectual property, liability, and indemnification survive termination.

13. Governing Law & Disputes

These Terms are governed by and construed in accordance with the laws of Portugal. Any disputes arising from or related to these Terms shall be subject to the exclusive jurisdiction of the Portuguese courts.

We encourage you to contact us first to resolve any dispute informally at bruna@pearlhq.co before initiating legal proceedings.

14. Changes to These Terms

We may update these Terms from time to time. We will notify you of material changes by email or by posting a notice on the Platform. Your continued use of the Platform after changes take effect constitutes your acceptance of the updated Terms.

15. Contact Us

For any questions about these Terms, contact us at:

Email: bruna@pearlhq.co

Trading name: PearlHQ (Pearl Group — registration in progress)