ToolHut Partner Agreement

Trade Forge LLC, doing business as ToolHut — Cartersville, Georgia Version 2 · effective 2026-10-28

How to read this

It is one page on purpose. A supply house owner reads mail standing at a counter, and an arrangement he cannot finish reading is one he does not sign. Everything that decides money is in sections 1 through 5; the rest exists so neither side has to guess later.

Written internally. No attorney has reviewed it — a deliberate decision, not an oversight. If this ever gets in front of a lawyer, the sections most worth their time are 9 (what this is not) and 10 (ending it).

1. What you do

You tell a contractor about ToolHut. That is the whole obligation.

You may hand him a card, give him the QR code we send you, or say our name at the counter. You are not asked to demonstrate anything, quote a price, answer a technical question, or carry stock. If he asks something you would rather not answer, send him to us.

2. What we pay you

20% of what that contractor pays us for software every month, for as long as he stays a customer.

• It is a share of the recurring monthly software fee, after any discount he receives. It is not a one-time fee and it does not stop after a year.
• The one-time setup charge is not shared. It covers work we do once, at cost, and there is nothing recurring in it to split.
• Nothing is deducted from what the contractor pays. He does not pay more because he came from you, and he does not pay less. Your share comes out of ours.

3. How a referral is recognized

Each partner gets a referral code, which is your own business name in capitals, and a QR code that carries it.

A contractor is attributed to you when he reaches us carrying your code — scanning your QR, following your link, or entering the code when he signs up. We record the first partner code a visitor arrives with and keep it.

If a contractor arrives with no code and later tells us you sent him, tell us and we will attribute him. We would rather be fair than technically right.

4. When you get paid

• Commission is calculated monthly.
• The first commission on any account is paid after the 14-day refund window on that account's first payment has closed. We pay on money we keep. Paying sooner would mean asking for it back, and we are not willing to do that to you.
• You get a statement each month listing every account attributed to you, what it paid, and what you earned.
• Payment is made to the business named on this agreement, by a method you choose from the ones we support: a check, or a transfer to your business bank account. We do not pay through a payment app, and that is not a preference — it is what keeps the tax form below ours to file.
• We need a completed Form W-9 from you before the first payment. It is one page, we ask for it when you are approved, and no money can move without it.
• If we pay you $600 or more in a calendar year, we send you an IRS Form 1099-NEC by 31 January for the year before. That is why the W-9 is not optional.

5. If a contractor cancels

Future commission on that account stops.

We never take back commission you have already been paid. Not for a cancellation, not for a refund issued after your first payment, not for a chargeback. The only money that is ever withheld is the first commission on an account that cancels inside its 14-day window — because that money never reached us either.

6. What it costs you

Nothing. There is no fee to join, no minimum, no quota, no territory purchase, and no requirement to buy anything from us at any time.

7. What we do not ask of you

• No exclusivity. Work with anyone else you like, including anyone who does what we do.
• No selling. You are not our agent, our dealer, or our representative.
• No customer data. We never ask you for your customers' contact details, and we do not want them. Who you tell is your business.

8. What we ask of you

• Do not say things about ToolHut that are not true, and do not promise an outcome on our behalf. If you are unsure what we do, ask us.
• Do not present yourself as employed by, or speaking for, ToolHut.
• Do not advertise ToolHut using paid search on our own name, or set up websites or accounts that could be mistaken for ours.
• Tell us if your business is sold or merged, so we know who the code belongs to.

9. What this is not

This arrangement does not create employment, a partnership, a joint venture, a franchise, or a dealership. You are not buying a business opportunity: there is no fee, no required purchase, and no earnings promise. Any figures we show you are illustrations of how the percentage works on real package prices — they are not a forecast of what you will earn, and we do not claim you will earn anything.

Each of us pays our own taxes and runs our own business. Where required, we will issue the tax documents the law asks for on commission we have paid you.

10. Ending it

Either of us can end this arrangement at any time, in writing, for any reason or none.

If you leave, you keep earning on every contractor you already introduced, for as long as those accounts stay active. You do not have to stay in the program to keep being paid for work you already did. An arrangement that could strand you is one a careful man declines at the counter, so we have not written one.

The only exception is cause: if commissions were obtained by fraud or deliberate misrepresentation, we can end the arrangement and stop payment on the accounts involved. We will tell you why, in writing, before we do.

11. Changes

We may change this agreement for future referrals, with 30 days' written notice.

Any contractor you have already introduced stays on the terms in force when he signed up, for the life of his account. We cannot reduce what an existing account pays you by rewriting this page.

12. Privacy

We will tell you which of your referred accounts are active and what each earned you, because you cannot check a statement you cannot see. We will not give you their contact details, their usage, or anything about how they run their business.

13. Governing law

Georgia.

Agreed:

| ToolHut | Partner | |---|---| | Trade Forge LLC | Business: ............................................. | | Cartersville, GA | Referral code: ....................................... | | office@toolhutworks.com | Name: ................................................ | | Signed: ..................... | Signed: ..................... | | Date: ....................... | Date: ....................... |

Version 2, effective 2026-10-28. Trade Forge LLC, doing business as ToolHut, Cartersville, Georgia. Questions: office@toolhutworks.com