kuto

Terms of Service

Last updated: July 6, 2026

1. Acceptance of Terms

These Terms of Service ("Terms") govern your use of the Kuto platform, including the website at kuto.link and the Kuto mobile application, operated by Iridian LLC ("Kuto," "we," "us," or "our").

By creating an account or using the platform in any capacity, you agree to these Terms and our Privacy Policy. If you do not agree, do not use the platform.

2. Eligibility

You must be at least 18 years old to use Kuto. By creating an account, you represent that you meet this requirement. If you are using Kuto on behalf of a business entity, you represent that you have the authority to bind that entity to these Terms.

Merchants must have a valid, active Shopify store and must be authorized to conduct business in their jurisdiction. Affiliates who receive commission payouts must be eligible to receive payments via Stripe Connect and must complete Stripe's identity verification process before any payout can be issued.

3. Description of Service

Kuto is a two-sided affiliate marketplace for physical goods sold on Shopify. Merchants list their Shopify store with a public commission rate and consumer discount rate. Affiliates browse the catalog, generate tracked affiliate links, and earn commissions on sales they drive. Consumers who arrive via an affiliate link receive an automatically applied discount at checkout.

Kuto charges merchants a 10% platform fee on each affiliate commission payout. This fee is in addition to the commission paid to the affiliate. There are no subscription fees. Merchants pay only when affiliate-driven sales occur.

Kuto is not a party to any transaction between a merchant and a consumer. Kuto does not sell goods, process consumer payments, or handle returns. Those relationships are governed entirely by the merchant and Shopify.

Payment processing services on Kuto are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service. By agreeing to these Terms, you also agree to be bound by the Stripe Connected Account Agreement, as modified by Stripe from time to time. As a condition of Kuto enabling payment processing services through Stripe, you agree to provide Kuto with accurate and complete information about yourself and your business, and you authorize Kuto to share this information with Stripe.

4. Merchant Terms

4.1 Shopify Store Requirement

Merchants must connect a valid Shopify store via Kuto's OAuth flow. You authorize Kuto to create and manage discount codes on your store using the Shopify Admin API for the purpose of operating the affiliate program. You are responsible for maintaining your store and ensuring it remains active as long as your Kuto listing is live.

4.2 Listing Accuracy

The commission rate, consumer discount rate, and retail price information you list are publicly visible to affiliates and consumers. You are responsible for ensuring this information is accurate. You may update your listing at any time, but changes take effect prospectively — affiliates who generated links under your previous rates are entitled to commissions at the rates that were in effect when their link was created and the sale occurred.

4.3 Commission Obligation

When a sale is attributed to an affiliate link, you owe the affiliate's commission plus Kuto's 10% platform fee. Kuto collects this amount by submitting a usage record to Shopify via the Shopify Billing API after your configured payout delay has elapsed. Shopify collects the amount from you as part of your normal app billing cycle. Kuto does not charge your bank account directly. All merchant collection flows through Shopify's billing infrastructure.

Kuto batches eligible orders and submits a single usage record to Shopify for all orders that have passed your payout delay window, not one record per individual order.

4.4 Payout Delay

You must configure a payout delay between 3 and 60 days. This delay represents the number of days after a sale before Kuto collects the commission amount and releases it to the affiliate. The payout delay is displayed publicly on your listing. Affiliates factor it into their decision to promote your store.

We recommend setting your payout delay to match or exceed your store's return policy to protect against the buy-and-return fraud vector: if a customer returns an order before the payout delay elapses, the pending commission is voided and you will not be charged for it.

4.5 Returns and Refund Policy

If a refund is processed on a Shopify order before the payout delay has elapsed, the pending commission for that order, including Kuto's 10% platform fee, is voided in full. Kuto will not collect for that order. The platform fee is calculated on the affiliate commission, so if the commission is voided, no platform fee applies.

If a commission has already been paid out to an affiliate, it is final and non-reversible. The merchant absorbs the cost of any subsequent return. This policy is intentional: the affiliate completed their role by driving the sale. Product quality and customer satisfaction are the merchant's responsibility. By listing on Kuto, you acknowledge and accept this policy.

4.6 Disabling Affiliates

You may disable any individual affiliate's link or your entire listing at any time. Disabling a link deactivates the affiliate's discount code on your Shopify store. Commissions already owed for sales made before the link was disabled remain your obligation.

4.7 Merchant Reputation

Kuto maintains a public reputation profile for each merchant based on objective data: average link lifetime before disabling, total commissions paid out, and on-time payment rate. Affiliates who have completed at least one paid sale with your store may leave a written review and star rating. Reputation data is permanently tied to your merchant account and cannot be removed.

4.8 Monthly Billing Cap

During Shopify billing setup, you must configure a monthly billing cap: the maximum amount Shopify will collect from you in a single 30-day billing period. The minimum cap is $25; the maximum is $50,000. You may raise or lower your cap at any time; doing so starts a fresh billing period.

Kuto tracks your accumulated charges in real time against your cap. When an incoming order would cause your total to exceed the cap, Kuto immediately deactivates all affiliate discount codes on your store and pauses link tracking until the cap resets or you raise it. Affiliates whose links are paused will see their link redirect to their bio page rather than your store. No commissions accumulate for orders received while your cap is reached.

Your billing cap resets automatically at the start of each new Shopify billing cycle. This cap is a Shopify Billing API requirement and also serves as a safeguard against unexpected charges. Set it to a level that reflects your expected affiliate-driven sales volume.

5. Affiliate Terms

5.1 Open Enrollment

Any user who creates a Kuto account may generate affiliate links immediately, with no approval required from Kuto or from individual merchants. However, merchants reserve the right to disable your link to their store at any time for any reason.

5.2 Affiliate Handle

Before generating your first link, you must set an affiliate handle: a unique, URL-safe username that becomes your discount code on every merchant's Shopify store you link to. Your handle is publicly visible (it appears as a discount code at merchant checkouts) and is permanent once any link has been created. Changing your handle would invalidate all existing discount codes, so this constraint is enforced by the platform. Choose carefully.

5.3 Promotion Conduct and FTC Disclosure Requirements

As an affiliate, you are required by the FTC Endorsement Guides (16 C.F.R. Part 255) to clearly and conspicuously disclose your material connection to any merchant you promote, meaning that you earn a commission on sales made through your link. This disclosure must appear in every piece of promotional content (social posts, videos, blog posts, in-person promotion, etc.) and must be visible without requiring the viewer to scroll, click, or expand anything. Burying a disclosure in a caption, footnote, or "about" page does not satisfy this requirement.

You also agree that in promoting merchants through Kuto links you will not:

  • Use unsolicited bulk email (spam) or automated mass messaging
  • Make false or materially misleading claims about a merchant's products
  • Artificially inflate click or sale counts through bots, click farms, or fraudulent orders
  • Violate any platform's terms of service (e.g., paid ad policies on social platforms) in the course of promotion

Non-compliance with FTC disclosure requirements or any of the above is grounds for immediate account termination and forfeiture of any pending commissions.

5.4 Earnings and Payout

When a sale is attributed to your affiliate link, your pending balance is updated immediately. Earnings move from pending to available after two sequential events: (1) the merchant's configured payout delay has elapsed, and (2) Shopify has collected from the merchant via its billing cycle, which can add up to approximately 30 additional days on top of the payout delay. Your available balance is paid out automatically once it reaches $10.

To receive payouts, you must connect a bank account via Stripe Connect Express and complete Stripe's identity verification. You can generate links and accumulate a pending balance before connecting. The connection is only required before a payout is triggered. Stripe handles all KYC directly; Kuto does not collect or store your banking or identity information.

Commissions are paid in USD only. Balances below $10 accumulate until the threshold is reached. Kuto is not liable for delays caused by Stripe's ACH processing times or bank-side processing delays.

5.5 Pending Commission Voidance

If a customer returns an order and a refund is processed on Shopify before the merchant's payout delay has elapsed, the pending commission for that order is voided. You will not receive a commission for returned orders where the refund arrived before the payout window closed.

5.6 Tax Responsibility

You are solely responsible for reporting and paying taxes on commission income. Stripe will issue a 1099-NEC for earnings of $600 or more in a calendar year, as required by law. Kuto does not provide tax advice.

6. Kuto Partner Program

Kuto operates a separate referral program ("Kuto Partner Program") for recruiting new merchants and affiliates to the platform. Participants receive a lifetime commission equal to 10% of Kuto's platform fee on all transactions generated by the people they refer, whether those people join as merchants, affiliates, or both (equivalent to 1% of affiliate-attributed GMV from referred participants).

Key terms of this program:

  • The commission clock starts on the referred person's first paid transaction, not their signup date
  • Attribution is last-click: if a person was referred by multiple participants, the payout goes to whichever referral link they clicked when they signed up
  • Referral commissions are subject to the same payout threshold ($10) and payout timeline as standard affiliate commissions
  • Referrals are one level only. A referred person recruiting their own referrals does not extend earnings further up the chain
  • Kuto reserves the right to suspend or terminate a participant's referral commissions if the referred person was obtained through fraudulent, deceptive, or abusive means

7. Payment Holds and Fraud

Kuto reserves the right to place a hold on any pending or available balance, for either affiliates or Kuto Partner Program participants, if we have reasonable suspicion of fraudulent activity, violation of these Terms, or activity that may result in a dispute, chargeback, or legal claim. A hold may remain in place until the investigation is resolved.

If an investigation confirms fraud or a material breach of these Terms, Kuto may forfeit the held balance, terminate the account, and pursue any other remedies available. If no violation is found, the hold will be released and normal payout processing will resume.

8. Prohibited Conduct

You agree not to:

  • Use the platform for any unlawful purpose or in violation of any applicable law or regulation
  • Attempt to gain unauthorized access to any part of the platform or another user's account
  • Reverse engineer, decompile, or attempt to extract the source code of the platform
  • Introduce malware, viruses, or any other harmful code
  • Scrape, crawl, or harvest data from the platform without our express written permission
  • Impersonate another person or entity or misrepresent your affiliation with any person or entity
  • Use the platform in a way that could damage, disable, overburden, or impair it

9. Intellectual Property

The Kuto platform, including its software, design, and content, is owned by Iridian LLC and protected by applicable intellectual property laws. These Terms do not grant you any ownership interest in the platform.

You retain ownership of any content you submit to the platform (such as merchant listings or affiliate reviews). By submitting content, you grant Kuto a non-exclusive, worldwide, royalty-free license to display that content as part of operating the platform.

10. Disclaimers

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. KUTO DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Kuto does not guarantee that the platform will be error-free, uninterrupted, or that any particular merchant will remain listed or active. Merchant listings, commission rates, and discount rates are set entirely by merchants and may change or be removed at any time.

Kuto is not responsible for the quality, safety, legality, or accuracy of goods sold by merchants through the platform. Any dispute between an affiliate and a merchant, or between a consumer and a merchant, is solely between those parties.

11. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, KUTO AND ITS OFFICERS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE PLATFORM, EVEN IF KUTO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL KUTO'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE PLATFORM EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU TO KUTO IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

12. Indemnification

You agree to indemnify and hold harmless Kuto and its officers, employees, and agents from any claims, damages, losses, and expenses (including reasonable legal fees) arising from: (a) your use of the platform in violation of these Terms; (b) your affiliate promotions, including any claims by consumers or regulators regarding your promotional content; or (c) your listings, products, or conduct as a merchant.

13. Termination

You may close your account at any time from your profile page, on the web or in the mobile app, or by contacting us at [email protected]. Outstanding obligations, including commission amounts owed to affiliates for sales that occurred before termination, survive account closure.

Kuto reserves the right to suspend or terminate any account at any time for violation of these Terms, fraudulent activity, or any conduct that we determine, in our sole discretion, to be harmful to the platform, its users, or third parties. In the event of termination, any pending commissions that have already been earned will be paid out through normal processes; any unpaid merchant obligations remain due.

14. Mobile Application Terms

When you use the Kuto mobile app downloaded from the Apple App Store or Google Play, the following additional terms apply:

  • These Terms are an agreement between you and Iridian LLC only, not with Apple Inc. ("Apple") or Google LLC ("Google"). Apple and Google are not responsible for the app or its content.
  • We grant you a non-transferable license to use the app on devices you own or control, as permitted by the applicable app store's usage rules.
  • Apple and Google have no obligation to provide maintenance or support services for the app.
  • The app is provided free of charge. In the event of any failure of the app to conform to an applicable warranty, you may notify Apple, and to the maximum extent permitted by law, Apple has no other warranty obligation with respect to the app.
  • Apple and Google are not responsible for addressing any claims by you or a third party relating to the app, including product liability claims, claims that the app fails to conform to a legal or regulatory requirement, consumer protection claims, or intellectual property claims.
  • You represent that you are not located in a country subject to a U.S. government embargo or designated as "terrorist supporting," and that you are not listed on any U.S. government list of prohibited or restricted parties.
  • Apple and its subsidiaries are third-party beneficiaries of these Terms with respect to your use of the iOS app, and Apple has the right to enforce these Terms against you as a third-party beneficiary.
  • Your use of the app must also comply with the terms of service of the app store you downloaded it from.

15. Governing Law and Disputes

These Terms are governed by the laws of the State of Texas, without regard to its conflict of law provisions. Any dispute arising from or relating to these Terms or the platform shall be resolved in the state or federal courts located in Texas, and you consent to personal jurisdiction in those courts.

16. Changes to These Terms

We may update these Terms from time to time. When we make material changes, we will notify you by email and update the "Last updated" date at the top of this page. Your continued use of the platform after the effective date of the revised Terms constitutes your acceptance of the changes. If you do not agree to the revised Terms, you must stop using the platform.

17. Contact

Questions about these Terms should be sent to [email protected].

Iridian LLC · Kuto · kuto.link