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Channel Partner Agreement

Last updated: 2026-05-29

Program Overview

The SIPSTACK Channel Partner Program allows qualified MSPs, ITSPs, and technology service providers to manage SIPSTACK services on behalf of their clients and earn a recurring monthly revenue share on subscription fees.

SIPSTACK is the merchant of record. SIPSTACK bills the end customer directly, handles all payment processing, and issues revenue share to partners via Stripe Connect. Partners do not resell SIPSTACK; they manage it on their clients' behalf under this agency model.

This Agreement governs your participation in the Channel Partner Program. By submitting an application and completing Stripe Connect onboarding you agree to be bound by these terms.

Revenue Share Tiers

Revenue share is calculated based on the aggregate subscription MRR of all active managed customers associated with your partner account, denominated in U.S. Dollars:

| Tier | Aggregate Managed MRR (USD) | Revenue Share | |------|------------------------------|---------------| | Bronze | $0 – $3,000/mo | 15% | | Silver | $3,001 – $12,000/mo | 20% | | Gold | $12,001 – $35,000/mo | 24% | | Platinum | $35,001 – $75,000/mo | 27% | | Diamond | $75,001+/mo | Custom |

Currency conversion. Tier qualification is computed in USD. Subscriptions billed in Canadian Dollars are converted to USD using SIPSTACK's published annual reference rate, set January 1 each year and held constant for the calendar year. The 2026 rate is 1 CAD = $0.73 USD.

Quarterly tier ratchet. Your tier is locked for the duration of the calendar quarter. Once you achieve a tier, your commission rate is guaranteed for the remainder of the quarter regardless of subsequent customer cancellations or downgrades. Tiers are recomputed at the start of each calendar quarter (January 1 / April 1 / July 1 / October 1, 00:00 UTC).

Commissionable Revenue (What Counts)

Revenue share applies to Nova PBX subscription fees for active managed customers. The following are explicitly excluded from the commission base:

  • Flare SMS subscriptions — Flare is priced competitively on true messaging usage and does not carry seat-based margin sufficient to support revenue share. Flare subscription fees do not count toward partner MRR or commission. (Partners may, of course, manage Flare-using clients; only the commissionable scope is narrower.)
  • Aura AI usage charges — per-minute voice agent calls, AI minute overage, transcription / summarization / sentiment, TTS character usage. Aura is a usage-priced add-on and is treated as a pass-through cost (similar to payment processing fees and regulatory contributions).
  • Voice usage overage — outbound or inbound voice minutes beyond the FUP cap on a Nova plan.
  • SMS usage overage — P2P or A2P SMS beyond the included allowance on a Nova or Flare plan.
  • One-time charges — number purchases, porting fees, hardware sales, add-ons.
  • Payment processing fees — Stripe processing, Connect uplift, FX conversion, regulatory pass-throughs (USF, FCC 499, CRTC).

Commission is computed at invoice time on the subscription line items only — usage and one-time line items are filtered out at the SQL aggregation layer before the partner share is calculated. The commissionable category filter is restricted to Nova (products.category = 'nova').

Complimentary Nova PBX Seats

As a partner perk, approved channel partners receive complimentary Nova PBX seats for their own business use, based on their current tier:

| Tier | Complimentary Seats | Plan | |------|--------------------|----| | Bronze | 1 seat | Core — activates after the partner's first managed customer reaches active status | | Silver | 5 seats | Core (requires $3,001+ USD/mo managed MRR) | | Gold | 25 seats | Pro | | Platinum | 50 seats | Ultra | | Diamond | — | (no complimentary-seat upgrade beyond Platinum; Diamond's revenue share is set individually per contract) |

The Bronze complimentary seat activates only after the partner has at least one managed customer in an active (non-trial, paid) subscription state for 30 days — this ensures the perk recognizes real partnership activity, not application volume.

Complimentary seats are for internal partner use only and may not be resold, transferred, or applied toward client accounts. Seats are provisioned after Stripe Connect onboarding is complete and the Bronze activation condition is satisfied. SIPSTACK reserves the right to modify the complimentary seat benefit with 60 days' notice.

Lifetime Residuals

Revenue share continues for as long as the managed customer remains an active SIPSTACK subscriber. There is no sunset date, no commission expiry, and no minimum tenure requirement for a customer to remain commissionable.

90-Day Clawback

If a managed customer cancels or is suspended for non-payment within 90 days of their first real payment, any revenue share paid to the partner for that customer during those 90 days is subject to clawback. Clawback amounts are deducted from the next payout or invoiced if no payout is pending.

After 90 days of continuous active subscription, no clawback applies regardless of subsequent churn.

Stripe Connect Requirement

Participation in the Channel Partner Program requires successful completion of Stripe Connect onboarding. Revenue share is paid exclusively via Stripe Connect destination charges — SIPSTACK does not issue checks, wire transfers, or gift cards to channel partners.

Partners must:

  1. Complete Stripe's Express account onboarding (KYC verification, bank account connection)
  2. Maintain a compliant Stripe account in good standing
  3. Promptly update Stripe account details if banking information changes

SIPSTACK is not responsible for delays in payout caused by incomplete Stripe onboarding, bank account errors, or Stripe holds. Revenue share accrues from the date managed customers are active; no retroactive payout is made for periods prior to completing Stripe Connect onboarding.

Taxes

General

Revenue share is a fee for the partner's referral and account-management services to SIPSTACK. Each party is responsible for its own taxes arising from the Channel Partner Program, except as expressly set out below.

Commission base is pre-tax. All revenue share is calculated on the Nova subscription subtotal — the pre-tax, Nova-only amount, exclusive of Flare, Aura usage, DIDs, E911, voice/SMS overage, one-time charges, payment processing fees, and any GST, HST, QST, or other tax billed to the end customer. No customer-side tax is ever included in the commission base.

How any tax is applied to the commission itself depends on the partner's tax status and jurisdiction, as set out below. SIPSTACK Inc. is a Canadian corporation and is the recipient of the partner's referral service.

Canadian partners registered for GST/HST — self-billing applies

If the partner is a Canadian resident and is registered for GST/HST, the commission is a taxable supply of services made to SIPSTACK in Canada, and GST/HST applies to the commission.

For these partners, SIPSTACK operates a self-billing arrangement (recipient-created tax invoices) under the Excise Tax Act (Canada) and CRA Policy Statement P-182R. SIPSTACK issues the tax invoice on the partner's behalf, calculates and adds the applicable HST at the rate of SIPSTACK's own province to the commission, and remits the commission inclusive of that tax through Stripe Connect. The partner remains responsible for reporting and remitting that HST to the Canada Revenue Agency on its own return.

The HST rate is determined by SIPSTACK's province, not the partner's, because the place of supply for a service is the recipient's address (GST/HST Memorandum 3-3-6). SIPSTACK is in Ontario, so the commission is taxed at the Ontario rate (currently 13% HST) for every registered Canadian partner, regardless of the province the partner operates from.

Participation in self-billing requires the partner to accept the separate SIPSTACK Self-Billing Agreement and to provide a valid GST/HST registration number (Business Number) and effective registration date. Until that agreement is accepted and a valid Business Number is on file, commission is paid pre-tax under the "not registered" rule below.

QST does not apply. QST attaches only to supplies made in Quebec. Because the supply is made in SIPSTACK's province (Ontario, the recipient's address), a Quebec-registered partner's commission is taxed as HST (13%), not GST + QST.

Canadian partners not registered for GST/HST (small supplier)

A partner that is not registered for GST/HST — including a partner under the $30,000 small-supplier threshold in section 148 of the Excise Tax Act — is paid commission pre-tax, with no GST/HST added, and does not charge GST/HST to SIPSTACK. This is the default for any partner without a valid Business Number on file.

If the partner registers for GST/HST (voluntarily or because it crosses the small-supplier threshold), it must promptly notify SIPSTACK and provide its Business Number and its effective date of registration, and accept the Self-Billing Agreement. Tax treatment then changes prospectively as described under "Effect of registering after commissions have been paid" below.

Non-resident partners (e.g. United States)

Where the partner is a non-resident of Canada that is not registered for GST/HST and does not carry on business in Canada, the partner's supply of its referral service to SIPSTACK is deemed to be made outside Canada under subsection 143(1) of the Excise Tax Act, and is therefore not subject to GST/HST. Commission is paid with 0% Canadian tax. SIPSTACK collects a Form W-8BEN (or equivalent declaration) to evidence the partner's non-resident, non-registered status.

The partner is responsible for all income tax, sales tax, and other tax reporting and filing obligations in its own jurisdiction arising from the commission. SIPSTACK does not withhold or remit foreign tax.

Income tax and year-end reporting

The partner is an independent contractor and is solely responsible for its own income taxes on commission earned. Nothing in this Agreement creates an employment relationship, and SIPSTACK does not withhold income tax, CPP, EI, or any equivalent.

For Canadian partners, SIPSTACK reports fees for services on a T4A (Box 048) where required (fees over $500 in a calendar year). The recipient-created tax invoice and the partner's Stripe Connect payout records serve as the record of amounts paid.

Effect of registering after commissions have been paid (catch-up)

If a partner is paid pre-tax for a period (because no valid Business Number was on file) and later registers for GST/HST:

  1. The partner must promptly provide its Business Number and its effective date of registration, and accept the Self-Billing Agreement.
  2. GST/HST treatment under the self-billing arrangement applies on a going-forward basis to commissions with a supply date on or after the later of (a) the partner's effective registration date and (b) the date the Business Number and Self-Billing Agreement are on file with SIPSTACK.
  3. Whether SIPSTACK applies any retroactive catch-up for commissions with a supply date between the partner's effective registration date and the date the Business Number is provided is at SIPSTACK's sole discretion, subject to the limits in the Self-Billing Agreement. Partners are responsible for their own CRA reporting for any period during which they were registered.

Partner Portal Access

Approved channel partners receive access to the /partner section of the Switchboard portal, which includes:

  • Partner Dashboard — earnings summary, tier, managed customer list
  • Customer Management — view and manage managed customer portals
  • Invite Customer — pre-configure a client account and generate an activation link
  • Earnings — commission history, Stripe payout status, tier projections

Partners may access managed customer portals for support and configuration purposes. Partners are not authorized to:

  • Modify or access customer billing details
  • Change ownership or primary contact information
  • Delete customer accounts or cancel subscriptions on behalf of customers
  • Access customer data that the customer has hidden via their privacy settings

Customer Privacy

By default, channel partners can view call detail records (CDRs), call recordings, voicemail, and SMS message content in managed customer portals. This access is intended to facilitate legitimate technical support.

Each managed customer (owner role) can restrict partner visibility through their account settings. When a customer enables a privacy restriction, that category of data is redacted from partner views. Partners must not attempt to circumvent customer-imposed privacy restrictions.

Partner-Initiated Customer Signup

Channel partners may initiate customer accounts on behalf of prospective clients using the Invite Customer flow. This creates a pending account pre-configured with the partner's selected products and plan. The prospective customer must complete activation (set their own password, add payment method, and accept SIPSTACK's Terms of Service) before the account becomes active.

Partners may not:

  • Complete activation on behalf of a customer (customers must accept terms themselves)
  • Provide false information about a prospective customer
  • Use the invitation flow to create accounts for entities that have not consented to SIPSTACK services

Representations and Conduct

Partners represent that:

  • They have the legal authority to enter into this Agreement
  • They will accurately describe SIPSTACK services and pricing to prospective clients
  • They will not misrepresent SIPSTACK's capabilities, pricing, or service guarantees
  • They will not interfere with SIPSTACK's direct relationships with customers

Partners may not position SIPSTACK services as their own product or claim to be SIPSTACK. Partners may describe themselves as "SIPSTACK Channel Partners" or "Managed SIPSTACK Partners."

No Exclusivity or Channel Protection

This Agreement does not grant exclusivity over any geographic territory or customer segment. SIPSTACK may enter into channel partner agreements with any number of other partners, including partners who operate in the same market.

SIPSTACK does not compete with registered channel partners on their existing managed accounts — meaning SIPSTACK sales personnel will not approach customers already linked to a partner's managed portfolio for direct sales without partner notification.

Merchant of Record

SIPSTACK is the merchant of record on all customer transactions. All customer agreements (Terms of Service, privacy policies, data processing agreements) are between SIPSTACK and the end customer. Partners are not party to customer service agreements and have no contractual obligation to the end customer under SIPSTACK's terms.

Compliance

Partners must comply with all applicable laws when marketing and managing SIPSTACK services, including telecommunications regulations in the jurisdictions where their clients operate. Partners are responsible for ensuring their clients understand and comply with applicable regulations (e.g., E911 requirements, call recording consent laws, TCPA, CASL).

Suspension

Suspension is a temporary, recoverable state distinct from termination. SIPSTACK may suspend a partner's program participation under two pathways:

For cause (effective immediately, no advance notice)

SIPSTACK may suspend immediately for: material breach of this Agreement, fraud or attempted fraud, violation of platform security or customer privacy, repeated violations of the Compliance section, regulatory non-compliance, or conduct that materially harms customers or the SIPSTACK platform. Suspension for cause does not require advance notice and takes effect upon written notice to the partner (sent to the registered partner email address).

Without cause (30 days' written notice)

SIPSTACK may suspend a partner without cause by providing 30 days' written notice. This pathway is reserved for business-driven reasons such as program-wide policy changes, partner-tier eligibility adjustments, or other circumstances not arising from partner conduct. During the notice period the partner continues normal operation; suspension takes effect at the end of the notice period.

Effects of suspension

Upon suspension (cause or without-cause):

  • Commissions are frozen. Pending commissions accrued before the suspension date are retained in the partner's ledger but are not transferred until the suspension is resolved (either by reactivation, in which case they release, or by termination, in which case they are paid through the suspension date per the termination provisions).
  • Directory listing is hidden. The partner's listing on sipstack.com/partners/find is suppressed from public search results for the duration of the suspension. New find-request leads are not routed to the partner.
  • Brand presence is suppressed. The partner's logo, display name, support email, support phone, and any other brand identity attributes are suppressed across all SIPSTACK customer-facing surfaces — including the customer-organization sign-in chrome, the in-app top-navigation identity badge, the public directory, and any partner-branded customer-invitation emails — until reactivation. SIPSTACK's own brand and direct support contact appear in their place.
  • Managed-customer access is revoked. The partner can no longer access their managed customer organizations (Mode B). Customers continue to receive service from SIPSTACK without interruption; SIPSTACK assumes direct support responsibility for the duration of the suspension.
  • Portal access remains to the partner's own organization, but the partner-program portal areas (commissions, customers, statements, directory) may surface limited or read-only views consistent with the suspension state.
  • Affected managed customers are notified by SIPSTACK that their partner is no longer managing the account and that SIPSTACK is their direct point of contact during the suspension.

Appeal

A partner may appeal a suspension by submitting a written response to [email protected] within 7 calendar days of receiving the suspension notice. The appeal must identify the basis of the dispute and any remediation the partner has undertaken or proposes to undertake. SIPSTACK will acknowledge receipt within 2 business days and provide a substantive response within 10 business days. While an appeal is under review, the suspension remains in effect.

Reactivation

A suspended partner may be reactivated by SIPSTACK once the underlying basis for suspension has been resolved. Specifically:

  • For-cause suspensions require SIPSTACK's written confirmation that the remediation is satisfactory.
  • Without-cause suspensions may be reactivated by mutual written agreement before or after the notice period concludes.

Upon reactivation:

  • Frozen commissions release and resume the normal transfer schedule on the next eligible payout date.
  • Managed-customer access (Mode B) is restored for the customer relationships that remained linked.
  • Directory listing visibility resumes.
  • Brand presence is restored across customer-facing surfaces.

Relationship to termination

A suspension does not by itself terminate this Agreement. SIPSTACK may convert a suspension into termination if the underlying basis is not resolved within a reasonable period (typically 90 days for for-cause suspensions, or at the end of the notice period for without-cause suspensions), in which case the Termination provisions apply.

Termination

Either party may terminate this Agreement with 30 days' written notice. SIPSTACK may terminate immediately for material breach, fraud, or conduct that threatens platform security or customer trust.

Upon termination:

  • Partner portal access is revoked
  • Revenue share continues to accrue through the termination date for managed customers that remain active
  • Revenue share for the final month is paid per the normal payout schedule
  • Partner's person_organizations entries for managed customer accounts are removed
  • Managed customers are not automatically disrupted — they retain their SIPSTACK accounts

Modifications

SIPSTACK reserves the right to modify revenue share tiers, calculation methodology, or other program terms with 60 days' notice. Modifications to the tier structure will be communicated by email to the registered partner email address. Continued participation after the notice period constitutes acceptance.

Entire Agreement

This Agreement, together with the SIPSTACK Terms of Service, Privacy Policy, and — for GST/HST-registered partners — the SIPSTACK Self-Billing Agreement, constitutes the entire agreement between the parties with respect to the Channel Partner Program. In the event of conflict between this Agreement and any other document, this Agreement governs, except that the Self-Billing Agreement governs on matters of tax-invoicing mechanics and GST/HST/QST treatment of commissions.