Referral program terms

1. Scope and parties

These terms govern participation in the AutoSEO referral program (the “Program”). Your contractual partner is Codext GmbH, Frankenstraße 10, 74549 Wolpertshausen, Germany, registered with the Amtsgericht Stuttgart under HRB 772091 (“Codext”, “we”, “us”). They apply to every person and company accepted into the Program (“Partner”, “you”).

2. Definitions

• AutoSEO Cloud: the paid, managed AutoSEO service offered by Codext at autoseo.codext.de.
• Qualified referral: a new customer who takes out a paid AutoSEO Cloud subscription as a result of your promotion, attributed by the method set out in your individual agreement, who was not already a customer, and whose referral complies with these terms.
• Brand terms: the names “AutoSEO” and “AutoSEO Cloud”, the AutoSEO logo, the domain autoseo.codext.de and any misspellings, variations or combinations of them.
• Individual agreement: the written agreement between you and Codext that sets out commission, duration, attribution and payout.

3. Application and acceptance

Participation requires an application and our acceptance in text form (for example by email). We decide at our discretion and don't have to give reasons if we decline. No contractual relationship arises before acceptance and the conclusion of an individual agreement.

By applying, you confirm that your details are correct and complete and that you are entitled to enter into this agreement. You act as an independent business. The Program does not create an employment relationship, partnership, joint venture or agency, and you may not make or accept declarations on behalf of Codext.

4. Commission and payout

Commission rates, the duration of commission, the attribution method, payout intervals and payout methods are set exclusively in your individual agreement. Unless it provides otherwise:

• commission is only due for qualified referrals and is calculated on net amounts actually received by us, excluding VAT, refunds, chargebacks and disputed payments;
• we may withhold or reclaim commission for referrals that violate these terms, that are refunded or charged back, or where there are reasonable grounds to suspect fraud or manipulation;
• you are responsible for your own taxes and provide the information we need to issue a correct invoice or credit note.

5. Prohibited practices

The following practices are prohibited. Referrals generated through them never qualify for commission, and a violation entitles us to terminate with immediate effect (section 9).

5.1 Brand bidding and trademarks in ads

• bidding on brand terms as keywords — in any match type, alone or combined with words such as “login”, “pricing”, “review”, “alternative”, “vs” or “coupon” — on Google Ads, Microsoft Advertising or any other advertising platform;
• using brand terms in ad titles, descriptions, display URLs, sitelinks or other ad components;
• ads that could be mistaken for official AutoSEO or Codext advertising;
• registering domains, social media accounts or app names that contain brand terms or are confusingly similar to them.

5.2 Cookie stuffing and traffic hijacking

• setting referral cookies or tracking parameters without a genuine, informed click by the user (cookie stuffing, forced clicks, hidden iframes or pixels);
• browser extensions, toolbars, adware or scripts that insert or overwrite referral links;
• typosquatting, and redirects from domains that imitate ours;
• referring yourself, existing customers or companies affiliated with you, unless agreed in writing.

5.3 Misleading claims

• false or unsubstantiated statements about AutoSEO, its features, prices or results — in particular promised rankings, guaranteed mentions in AI answers or invented customer results;
• fake reviews, testimonials or comparison tests;
• discount codes we did not issue to you, and pages that pretend to offer discounts;
• presenting yourself as Codext, as AutoSEO support or as an official partner beyond the Program.

5.4 Spam and unsolicited messages

• unsolicited emails, direct messages or calls, including in forums, communities and social networks, and any advertising without the recipient's legally required consent;
• pop-ups, pop-unders or other intrusive formats that push users to click a referral link;
• promotion on websites or channels with illegal, discriminatory, pornographic, violent or otherwise inappropriate content.

6. Disclosure and advertising labelling

You must clearly disclose that you can earn a commission for recommending AutoSEO Cloud — directly next to the recommendation or link and before the user clicks. Hidden disclosures, for example only in a footer, behind a “more” link or among many hashtags, are not sufficient.

You are responsible for complying with the advertising and consumer protection rules that apply to your audience. These include, for example, the German Act Against Unfair Competition (UWG), the labelling requirements for commercial communication under the German Digital Services Act (DDG) and the Interstate Media Treaty (MStV), and — for audiences in the United States — the FTC Guides Concerning the Use of Endorsements and Testimonials in Advertising (16 CFR Part 255).

Suitable labels are, for example, “Advertisement”, “Affiliate link” or “I earn a commission if you sign up through this link”, in the language of your audience.

7. Brand terms and materials

For the duration of your participation, we grant you a non-exclusive, non-transferable, revocable right to use the AutoSEO name, the logo and the screenshots from our press kit, solely to promote AutoSEO Cloud in accordance with these terms. You may not alter the logo, combine it with your own marks or use it in paid ads. All other rights remain with Codext. The MIT license of the AutoSEO source code grants no rights to the AutoSEO brand.

8. Data protection

Each party is responsible for its own compliance with data protection law. In particular, you are responsible for obtaining any consent that tracking technologies on your own channels require. We process your personal data as a Partner to run the Program and to pay commission.

9. Term and termination

Participation runs for an indefinite period. Either party may terminate it with 14 days' notice in text form, unless your individual agreement sets a different notice period. The right to terminate with immediate effect for good cause remains unaffected; good cause exists in particular for violations of sections 5 and 6.

After termination, you must remove referral links and our brand materials from your channels without undue delay. Commission for qualified referrals made before termination remains payable in accordance with your individual agreement, unless it was generated through a violation of these terms.

10. Liability

We are liable without limitation for intent and gross negligence, for injury to life, body or health, and under the German Product Liability Act. For slight negligence, we are only liable for breaches of essential contractual obligations — obligations whose fulfilment makes the proper performance of the contract possible and on which you may regularly rely — limited to the foreseeable damage typical for this type of contract. Otherwise, our liability is excluded.

You indemnify us against third-party claims arising from your violation of these terms or of applicable law, including reasonable legal defence costs, unless you are not responsible for the violation. We do not guarantee uninterrupted availability of AutoSEO Cloud or of referral tracking, or any level of commission.

11. Changes to these terms

We may change these general terms with effect for the future. We will inform you of changes in text form at least 30 days before they take effect. If you do not object within that period, the changes are deemed accepted; we will point this out in the notice. If you object, either party may terminate participation. Changes to these general terms never alter your individual agreement unless you agree.

12. Governing law and jurisdiction

These terms and all contracts under the Program are governed by the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods. If you are a merchant, a legal entity under public law or have no general place of jurisdiction in Germany, the exclusive place of jurisdiction is the registered office of Codext GmbH.

13. Final provisions

Amendments and additions must be made in text form. Should any provision be invalid, the validity of the remaining provisions is unaffected. Your individual written agreement takes precedence over these general terms. These terms are available in English and German; in case of discrepancies, the German version prevails.

Questions about these terms: kontakt@codext.de.