The 168 Accelerator: Partnership Agreement

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1. The Preamble

This Agreement governs the partnership between the Accelerator and the Founder. The Accelerator agrees to provide proprietary systems, distribution access, and mentorship during the "168 Accelerator" program, a 4-week intensive that begins with a 168-hour (7-day) qualification sprint. In exchange, the Founder grants the Accelerator a limited financial interest in revenue generated by the Project, plus participation rights in certain exit events.

This is not an equity agreement. The Accelerator takes NO ownership stake in the Founder's company. This is a revenue-sharing partnership with defined exit participation rights.

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1.5 Week 1 Qualification ("The 168")

The 168 Accelerator is a 4-week program. However, continuation beyond Week 1 is NOT guaranteed.

The Qualification Standard:

To advance from Week 1 to Weeks 2-4, the Founder must demonstrate execution by completing ALL of the following by Hour 168 (end of Day 7):

• ✓ Live landing page or sales asset
• ✓ Functional payment processing (Stripe/PayPal connected)
• ✓ Minimum of 20 outreach actions documented (DMs, posts, calls)
• ✓ Attendance at minimum 5 of 7 daily stand-ups

Elimination:

Founders who fail to meet the Qualification Standard will be removed from the active cohort at the end of Week 1.

Effect of Week 1 Elimination:

• The $50 Application Fee remains non-refundable (Section 3.1 applies)
• Access to War Room, daily stand-ups, and cohort resources terminates
• The Founder RETAINS any systems, templates, or frameworks received during Week 1
• Revenue share obligations STILL APPLY to any revenue generated from work completed during Week 1 (see Section 2 for Project definition)

Rationale:

The 168 is a filter. We start with 30 builders because we know not everyone will execute. This is not punishment — it's protection for the cohort. Founders who cannot ship in Week 1 are not ready for the scale work in Weeks 2-4.

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2. The "Project" (Scope Definition)

The terms of this agreement apply exclusively to the "Project."

The Project is defined as: The specific offer, product, service, or business entity conceptualized, built, launched, or sold by the Founder during their participation in the 168 Accelerator cohort, including work completed during Week 1 regardless of whether the Founder advances to Weeks 2-4.

This definition extends to:

• Future iterations or improvements of the original Project
• Pivots that maintain the core value proposition
• Name changes or rebranding of the same offering
• Evolution of the same business vehicle

This definition does NOT extend to:

• Completely separate business ventures launched after the program
• Projects the Founder was operating before joining 168
• Side projects unrelated to the 168 Sprint work

In cases of ambiguity, the test is: "Would this revenue exist without the systems, positioning, and foundation created during the 168 Sprint?" If yes, it's outside scope. If no, it's covered.

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3. Financial Terms

3.1 The Application Review Fee & Performance Credit

The Founder agrees to a one-time payment of $50.00 USD to submit an application for review.

Purpose: This fee filters for serious applicants and covers the manual review time required by the Accelerator team.

The "Bet on Yourself" Performance Credit:

If the Founder is accepted into the program, this $50.00 fee is converted into a Revenue Share Credit.

Once the Founder's Project generates sufficient revenue, this $50.00 will be credited against the Founder's Revenue Share invoices until fully repaid.

Effectively: If you launch and generate revenue, your application fee is free.

Non-Refundable Conditions:

If the application is declined, if the Founder is eliminated after Week 1, or if the Founder is accepted but fails to launch or generate revenue, the $50.00 fee remains non-refundable to cover administrative costs.

3.2 Phase 2: The Foundation Period (0-$200k Revenue Share)

Upon generating first revenue from the Project, the Founder agrees to pay GrowthStack 15% of Gross Revenue monthly.

This obligation continues until the Project reaches $200,000 in cumulative Gross Revenue, at which point the Founder will have paid a maximum of $30,000 to the Accelerator.

Definition of "Gross Revenue":

• Total cash collected from customers for the Project
• MINUS documented refunds issued to customers
• MINUS documented chargebacks from payment processors
• MINUS sales tax, VAT, or GST (if separately stated in invoices)
• Does NOT deduct: operating expenses, advertising costs, contractor payments, or income taxes

Revenue Tracking Start Date:

The 15% obligation begins the moment the first dollar is collected from a customer, regardless of whether this occurs during the 168-hour sprint or months afterward.

Note on Week 1 Eliminations:

If a Founder is eliminated after Week 1 but later generates revenue from the Project (using systems, positioning, or assets created during the 168), the 15% revenue share obligation remains in effect. Elimination from the program does not void financial obligations.

Typical Timeline:

Most founders complete this phase in 6-18 months.

What You Receive During Phase 2:

• Quarterly strategy check-in calls (4 per year)
• Access to the 168 Alumni Network and community
• Priority support for technical and distribution questions
• Potential feature opportunities in GrowthStack's distribution network

3.3 Phase 3: The Growth Share (Ongoing Partnership)

Upon completing Phase 2 ($200,000 cumulative revenue reached), the revenue share automatically adjusts to 3% of monthly Gross Revenue.

This reduced rate continues until one of the following Exit Events occurs:

• Company sale or acquisition
• Merger or consolidation with another entity
• Institutional funding round of $1,000,000 or greater
• Founder executes voluntary buyout (see Section 3.5)
• Company ceases operations for 12+ consecutive months

Rationale for Ongoing 3% Share:

The systems, market positioning, and foundational distribution channels created during the 168 Sprint continue to generate value long after the initial program. This small ongoing share (typically less than credit card processing fees) recognizes the lasting impact of the foundation we built together.

The 3% rate is intentionally small to avoid burdening the business while ensuring GrowthStack participates in long-term success.

What You Receive During Phase 3:

• Monthly 1-on-1 strategy session (60 minutes) with Jason or Fabio
• Quarterly comprehensive business review and growth planning
• Priority distribution support via GrowthStack's network
• Access to updated systems, tools, and proprietary frameworks
• Direct access to founders for strategic questions
• Invitation to exclusive 168 alumni events and masterminds

3.4 Exit Participation Rights

In addition to revenue share obligations, GrowthStack receives 2% of exit proceeds (capped at $100,000 USD maximum) when any of the following events occur:

Qualifying Exit Events:

• Sale of the company/Project for $1,000,000 or more
• Acquisition or asset purchase by another entity
• Merger where Founder receives cash consideration
• Institutional funding round (Series A or later) of $1,000,000+

Calculation Method:

The 2% is calculated on the total transaction value or funding amount.

Examples:

• $3,000,000 acquisition → 2% = $60,000 to GrowthStack
• $10,000,000 Series A → 2% = $200,000, capped at $100,000
• $75,000,000 exit → 2% = $1,500,000, capped at $100,000

Rationale:

This recognizes that GrowthStack's foundational work created the traction, positioning, and initial revenue that made institutional funding or acquisition possible. The $100,000 cap ensures this remains founder-friendly even in extraordinary outcomes.

Payment Timing:

Exit participation is due within 30 days of transaction close or funding wire receipt.

3.5 Buyout Options

The Founder may terminate this agreement and buy out GrowthStack's interest at any time using one of the following formulas:

A) EARLY BUYOUT (Before $200k Milestone)

Formula: $30,000 USD minus revenue share payments made to date, PLUS 12 months of trailing average revenue share.

B) GROWTH PHASE BUYOUT (After $200k Milestone, During 3% Phase)

Formula: Trailing 12-month average revenue share × 12. Alternatively, if raising institutional funding, Founder may buyout using 0.5% of company's pre-money valuation (if higher than formula).

C) PRE-EXIT BUYOUT (Immediately Before Acquisition/Funding)

Formula: Lesser of 2% of transaction value OR $100,000.

Rationale:

Most VCs and acquirers prefer clean cap tables. This formula allows founders to buy out GrowthStack at a fair price that reflects both past contribution and future value, while remaining accessible enough that it doesn't kill deals.

Payment Terms for Buyouts:

• Full payment due within 30 days of written buyout notice
• Payment plans available at GrowthStack's discretion
• Buyout terminates all future obligations immediately upon payment

3.6 The Goodwill Clause (Non-Binding)

If GrowthStack's systems, distribution, or direct support materially contributed to an extraordinary outcome, and the Founder voluntarily wishes to recognize this contribution beyond contractual obligations, such goodwill payments are welcomed but never required.

This clause exists because we believe in long-term relationships built on mutual respect. This is not legally binding and creates no obligation whatsoever. It's simply an acknowledgment that business relationships are built on more than contracts.

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4. Reporting, Payment, & Transparency

4.1 Payment Processor Integration (Mandatory)

Within 24 hours of Week 1 beginning, the Founder MUST complete integration of their primary payment processor to enable automated revenue tracking.

Data Access Scope:

GrowthStack will ONLY access total transaction amounts, dates, gross revenue, and refund/chargeback amounts. We will NOT access any customer PII.

Non-Compliance Consequences:

Immediate removal from program at Hour 48 of Week 1, forfeiture of application fee, and the revenue share obligation REMAINS in effect.

4.2 Invoicing & Payment Schedule

GrowthStack will issue monthly invoices on the 1st of each month for the previous month's revenue share. Payment is due within 10 days. Any applicable credits (including the Section 3.1 Performance Credit) will be automatically deducted from these invoices.

4.3 Payment Terms & Late Fees

Late payments are subject to penalties, escalating from 5% to 15%, and may result in collections after 61 days.

4.4 Open Book Transparency

The Founder agrees to "Open Book" reporting and will provide revenue documentation upon request. Failure to comply is a breach of this agreement.

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5. Intellectual Property (IP)

5.1 Founder Retains Full Ownership

The Founder retains 100% ownership of all Intellectual Property created. This includes code, branding, domains, and customer lists.

5.2 GrowthStack Claims Zero Equity

GrowthStack claims NO equity. This agreement grants only a contractual right to revenue share and exit participation.

5.3 License to Use for Case Studies

The Founder grants GrowthStack a license to feature the Project and its success metrics in marketing materials. Anonymity may be requested.

5.4 GrowthStack Systems & IP

All systems and frameworks provided by GrowthStack remain our IP. The Founder receives a license to use them for their Project but cannot resell or redistribute them.

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6. Code of Conduct ("The Iron Laws")

Violation of the Iron Laws (Dishonesty, Malice, Non-Compliance, Non-Payment) will result in immediate termination of program access.

Inactivity Standards:

Week 1: Missing two consecutive daily check-ins results in immediate removal and forfeiture of advancement eligibility.

Weeks 2-4: Missing two consecutive weekly check-ins without prior notice may result in removal from active support (revenue share obligations remain).

CRITICAL: Termination of access does NOT void the financial obligations outlined in Section 3.

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7. Disclaimers & Liability

7.1 No Guarantee of Success

The Accelerator provides tools and coaching but makes no guarantees regarding income, profit, or market success. Results depend entirely on the Founder's execution and market conditions.

7.2 Indemnification

The Founder agrees to indemnify and hold harmless GrowthStack against any claims, damages, or legal liabilities arising from the Founder's Project.

7.3 Limitation of Liability

GrowthStack's total liability under this agreement shall not exceed the total amount paid by the Founder to GrowthStack.

7.4 No Fiduciary Duty

This agreement does not create a fiduciary relationship. This is a commercial partnership, not a legal guardianship.

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8. Term & Termination

This agreement is effective upon application payment and program acceptance. Elimination from the program after Week 1 does not terminate this agreement. It continues until all financial obligations are met or a buyout is executed.

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9. Dispute Resolution & Legal

Disputes must first be submitted to binding arbitration. This agreement is governed by the laws of England and Wales (for UK/EU founders) or the State of Delaware (for US founders).

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10. Miscellaneous

This document constitutes the entire agreement and can only be amended in writing. If any provision is unenforceable, the others remain in effect.

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11. Acknowledgment & Consent

BY COMPLETING THE APPLICATION AND PAYING THE $50 APPLICATION FEE, THE FOUNDER ACKNOWLEDGES THAT THEY HAVE:

• ✓ Read this entire agreement carefully
• ✓ Understood all financial obligations and terms
• ✓ Understood that advancement beyond Week 1 is conditional on meeting the Qualification Standard
• ✓ Understood that elimination after Week 1 does not void revenue share obligations
• ✓ Had opportunity to seek independent legal counsel
• ✓ Agreed to all terms voluntarily without coercion
• ✓ Understood that results are not guaranteed
• ✓ Accepted all risks associated with building a business

UPON ACCEPTANCE INTO THE PROGRAM, THE FOUNDER FURTHER AGREES TO:

• ✓ Integrate payment processor by Hour 24 (Section 4.1)
• ✓ Pay revenue share as outlined (Sections 3.2-3.3)
• ✓ Honor exit participation rights (Section 3.4)
• ✓ Maintain transparency and open book reporting (Section 4.4)
• ✓ Comply with all Iron Laws and codes of conduct (Section 6)

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For questions about these terms, contact: partnerships@growthstack.club

GrowthStackAi Ltd
Unit 3A, 34-35 Hatton Garden
London, EC1N 8DX, United Kingdom