[ 01 ]INTRODUCTION

This Terms of Use document (hereinafter – the "Terms" or "Agreement") governs the respective rights and obligations between AFFPRO LTD (hereinafter – "AFFPRO") and the Account Owner ("Advertiser" and/or "Publisher" depending on the type of Account created, together referred to as "Users"). Please read these Terms carefully before using the Service. By accessing or using the Service, you agree that you have read, understood and undertake to comply with these Terms, and you consent to the collection and use of your information as described in our Privacy Policy, regardless of whether you are a registered User of our Service. These Terms apply to all types of Users (even those who merely browse our Website).

[ 02 ]HOW WE UPDATE THESE TERMS OF USE

These Terms are posted on our Website (https://affpro.com/). We reserve the right, at our sole discretion, to modify or replace these Terms from time to time, so you should review this page periodically. When we make material changes to the Terms, we will update the "last updated" date on this page. Your continued use of the Service following any such changes constitutes your acceptance of the new terms. If you do not agree to any of these Terms or any future terms, do not use or access (or continue to access) the Service.

[ 03 ]DEFINITIONS:

• "Account" - means the account created for the User by completing the registration process on the Website for authorized access to and use of the Services on the Site by the User. Users must complete the registration procedure and create an Account in order to receive the Services.

• "User" - a person who has the necessary legal capacity, accepts these Terms of Use, meets the criteria set out in these Terms, and has registered in the manner provided for by these Terms of Use.

• "Service" - the services of the Website, available at https://affpro.com/.

• "AFFPRO Platform" - means the platform available on the Website that offers Publishers (paid by Advertisers) monetary compensation or other bonuses for achieving the Advertisers' marketing goals.

• "Publisher" - means a User who has applied for a Publisher Account, and who subsequently places Advertisements that Advertisers request to be distributed on the Website using AFFPRO's Services, and who is responsible for generating quality Traffic under the terms of this Agreement and the Offers posted on the Website.

• "Advertiser" - means any legal entity or individual who technically places advertisements on Publishers' websites using AFFPRO's Services and who pays for pre-agreed marketing goals in accordance with the agreed schedule and in full.

• "Offer" means a defined Advertiser campaign that includes the product/service being promoted, the commission structure (payout), the tracking mechanism (unique link/creative), and the associated terms and conditions that the Partner agrees to promote. In the event of any discrepancy between the payment terms of this Agreement and an Offer, the latter shall prevail.

• "Advertisement (Advertising material)" means push notifications, native advertising, POP, SDK, APK, which are aimed at promoting the Advertisers' services and/or goods;

• "Affiliate Program(s)" - the party that provides intermediary services between Advertisers and Publishers and is responsible only for obligations fulfilled by Advertisers;

• "Confidential Information" of the party disclosing such information means: (a) trade secrets, business plans, strategies, methods and/or practices of such party; (b) software, tools, trade secrets, know-how, developments, technical information, proprietary methodologies, computer system architecture and network configurations of such party; (c) any other information relating to such party that is not generally known to the public, including information about its personnel, products, customers, financial information, marketing and pricing strategies, services, or future business plans; and (d) any other information which, based on all relevant circumstances, should reasonably be considered confidential and proprietary. When a Party receives information, it is also referred to as the "Receiving Party", and when disclosing it, as the "Disclosing Party";

• "Cloaking" is a search engine optimization (SEO) technique in which the content provided to a search engine spider differs from that provided to a User's browser.

• "Deposit" is a top-up by an end customer (or "end user") of their balance within the product advertised under an Offer available on the Website.

• "Traffic" means visitors, leads, or end users generated by the Partner's advertising activity using unique tracking links and creatives of an Offer, and directed to the Advertiser's landing page or conversion point. The terms applicable to Traffic are determined by the specific Offer.

• "CPA" means a commission model under which the Publisher receives a fixed fee for each qualified action (e.g., sale, lead, registration, install) generated by its Traffic and tracked via the Offer's unique link.

• "Revenue Share" means a commission model under which the Publisher earns a percentage of the net revenue generated directly by its Traffic and tracked via the Offer's unique link, over a specified period.

• "Fraud/Fraudulent Traffic" includes the following:

1. using the same IP address for end users when they are directed to the advertised websites/products;
2. similar activity during deposits, such as the use of the same payment/bank card, near-identical email addresses;
3. engaging friends/family or other affiliates of the Publisher;
4. other actions/criteria agreed by the Parties (or provided for by the specific Offer).

[ 04 ]GENERAL PROVISIONS

These Terms govern your use of the AFFPRO platform, including participation in affiliate marketing programs, in particular for online gambling operators ("iGaming operators"), which impose specific obligations detailed in this document.

AFFPRO is merely a service provider and does not possess complete information about the Advertising Offers and all their terms created by the Advertiser, and therefore disclaims any liability for the legality of activities that may be or are carried out by the Advertiser and its Offers, including with respect to the licensing of i-gaming companies. If applicable law contains requirements/obligations/rules regarding the actual conduct of marketing campaigns, Publishers are responsible for complying with the relevant rules. The Advertiser shall bear full responsibility and shall defend AFFPRO against any harm, breach, damages or liability, monetary or otherwise, if it contains anything illegal, or violates laws, copyrights, trademarks or intellectual property, etc.

[ 05 ]USE OF OUR SERVICES

Account registration, accuracy, and user representations/warranties:

• The User represents and warrants that all information provided during Account registration and at any time thereafter is and will remain truthful, accurate, current and complete, and that, if the User is an individual, they are at least 18 years of age or have reached another age, depending on their country of residence, that allows them to enter into such agreements.

• The User agrees to promptly update this information whenever it changes or upon a reasonable request from AFFPRO.

• The User agrees to use the Services and the Platform strictly in accordance with:

1. All applicable local, state, national and international laws, rules and regulations;
2. These Terms;
3. AFFPRO's Acceptable Use Policy (found further in these Terms);
4. All applicable data protection and privacy laws governing the transfer of technical or personal data.

• The User expressly agrees not to:

1. Access or use the Platform in any manner that could damage, disable, overburden or impair its operation;
2. Use automated scripts, bots, scrapers or other unauthorized means to access or collect data from the Platform;
3. Attempt to gain unauthorized access to any part of the Platform, other Accounts, or AFFPRO's systems/networks;
4. Reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Platform;
5. Comply with the Acceptable Use Policy;
6. Comply with the terms of specific Offers.

• By using the Services, the User represents and warrants that it has the legal right, authority and capacity to enter into these Terms and to fully perform its obligations hereunder, and, if the User is acting on behalf of a legal entity, has the necessary corporate authority to represent that legal entity.

• The User is fully responsible for:

1. Maintaining the confidentiality of account credentials (username, password);
2. All activities that occur under its Account or using its credentials.

• The User agrees not to:

1. Transfer credentials or access thereto to unauthorized personnel;
2. Allow any third party to use its Account.

• The User must immediately notify AFFPRO of any unauthorized access to or use of its Account or credentials.

AffPro reserves the right to conduct Know Your Customer (KYC), due diligence, or compliance checks on any Publishers or Advertisers at any time, in particular those promoting iGaming operators. Failure to provide accurate information or refusal to cooperate during such checks may result in suspension or closure of the Account.

[ 06 ]PAYMENTS

Prepayment and minimum amounts for the Advertiser

The Advertiser must maintain a positive prepaid balance on its Account in order to use the Services.

• Initial deposit and top-up: The minimum amount for an initial deposit and any subsequent account top-up is USD 10 (or the equivalent in the Account currency).

Basis for billing: All statistics for billing, campaign delivery, and performance reports are based solely on AFFPRO's reporting system. This data is final and binding for payment purposes, except in the case of manifest error.

• Payouts and minimum amounts for the Publisher:

Payout threshold: The minimum balance required for a Publisher to request a payout is USD 10 (or the equivalent in the Account currency), unless otherwise specified in the Offer.

Accrual: Balances below the threshold are automatically carried over to the next applicable payment cycle until the minimum is reached.

Payout terms: Payouts to Publishers are processed within NET-10 business days (terms may vary depending on the specific payment method used for withdrawal) after the end of the calendar month in which the earnings were accrued and confirmed, provided that:

i. The minimum threshold has been reached;

ii. The Publisher has provided complete and accurate payment details;

iii. The Publisher has passed all required checks (KYC/AML).

The Publisher bears sole and full responsibility for adding and maintaining correct payment information in the Account, and AFFPRO shall in no event be liable for any related losses;

Payment is made at the Advertiser's exchange rate.

Payment service providers:

• AFFPRO uses third-party payment service providers (PSPs) to process deposits and payouts.

• The Advertiser/Publisher acknowledges and agrees that:

AFFPRO is not responsible for actions, fees, delays, errors or restrictions imposed by PSPs (including transaction fees, banking fees, currency conversion fees, or holds due to suspected fraud);

The Advertiser/Publisher is fully responsible for ensuring that the payment details provided to the PSP are accurate and valid.

Method of payment: AFFPRO will make payouts using the method selected by the Publisher from the available options.

Taxes:

• User responsibility: The Advertiser and the Publisher bear sole responsibility for determining, reporting, withholding, and paying all applicable taxes (VAT, income tax, sales tax, etc.) arising in connection with their use of the Services and receipt of payments, except for taxes levied on AFFPRO's net income.

• Documentation: AFFPRO reserves the right to require valid tax documentation from Users in accordance with applicable law requirements or to comply with PSP requirements.

Advertiser liability and indemnification:

• The Advertiser guarantees sufficiency of funds in its Account and its authority to make payments.

• The Advertiser undertakes to indemnify, defend and hold harmless AFFPRO from any losses, liabilities, costs (including legal costs) or claims arising in connection with:

1. Any payment initiated by the Advertiser (e.g., chargebacks, insufficient funds);
2. The Advertiser's breach of payment obligations;
3. Any tax liability or penalty imposed on AFFPRO due to the Advertiser's non-compliance with tax legislation.

Payment terms for the Publisher and the right to withhold funds.

In addition to the terms of the "Acceptable Use Policy / Traffic Requirements for Publishers [also "AUP"]" section, the following requirements must be met:

• Condition of performance: AFFPRO's obligation to pay the Publisher is contingent upon AFFPRO's actual receipt of the corresponding funds from the Advertiser for confirmed actions.

• Grounds for withholding/chargeback: AFFPRO expressly reserves the right, at its reasonable discretion and based on objective evidence, to withhold, deduct from future earnings, or demand repayment of amounts already paid to the Publisher, if AFFPRO reasonably determines that:

The Publisher has violated these Terms, the relevant Offer terms, AFFPRO's Acceptable Use Policy, or any applicable law or regulation (including, without limitation: traffic source restrictions, geo-targeting prohibitions, cookie stuffing, fraud, spam, trademark infringement, or AML/KYC violations);

Traffic or actions generated by the Publisher were fraudulent, invalid, or low quality (as defined in the terms of the Offer or the AUP);

The Advertiser disputes the Traffic/actions or fails to pay AFFPRO for legitimate reasons related to the Publisher's actions;

Payment must be withheld under a law, regulation, or court order.

The Publisher fails to provide the required KYC/AML documentation or payment details.

Notification: AFFPRO will make reasonable efforts to notify the Publisher of any significant withholding or deduction, explaining the reason, unless prohibited by law or unless doing so would prejudice an investigation.

Acceptable Use Policy / Traffic Requirements for Publishers

• If any of the following occurs and is reported to the Advertiser by any available means, the Traffic may not be paid for:

1. detection of Fraud;
2. concealment of the original source of Traffic;
3. if, three calendar weeks after Traffic acquisition, it shows no signs of activity;
4. exceeding the test cap (paid only if KPI requirements, if any, are met. Please refer to the Offer for further information and applicable terms);
5. incentivized traffic (where end users/customers are promised a monetary reward for certain actions, unless such an offer has been previously agreed in writing with the Advertiser; where end users/customers are promised non-existent bonuses, etc.);
6. inactivity of end users after making the first deposit;
7. targeting/marketing offers directed at end users under the age of 25;
8. use in creative materials (advertising materials used to attract users/customers) of images/names of any politicians, government officials, celebrities, well-known persons such as bloggers/vloggers, religious leaders, and historical figures.
9. launching marketing campaigns targeting unapproved territories (where any target geo must be pre-approved by an Advertiser representative, if required by the Offer terms).

The Publisher resumes the flow of Traffic to an Offer after a break lasting seven (7) consecutive days or more with zero conversions. In such a case, the Publisher must provide prior written notice (a notification via Telegram from/to the Account manager is sufficient) to its assigned Account manager, confirming the resumption of traffic. Failure to provide such notice releases AFFPRO from the obligation to pay for conversions related to the resumed traffic during the first forty-eight (48) hours after resumption.

• in the case of traffic resale;

• traffic originating from ad exchanges or leading to chargebacks;

• use of advertising or other materials/practices that infringe intellectual property rights, privacy rights, or any other rights of any third party;

• use of malicious software, materials containing viruses or other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer or telecommunications equipment or software;

• use of materials promoting violence, racial, national, political, or religious intolerance, or directed against any person, group, or organization. Calling for a change in the political system of a sovereign state, participation in terrorist organizations;

• use of materials promoting drugs or any related paraphernalia, weapons, and other prohibited and illegal goods or services, etc.

Please note that Offers may contain additional terms or exceptions to the above rules (for example, some AUP terms may not apply to a specific Offer). In addition, the Publisher acknowledges and agrees to generate Traffic by lawful means, in accordance with the Advertiser's Offers and all applicable law. The Publisher agrees that it bears full responsibility for the content of the advertising materials it places, unless such materials were provided by the Advertiser.

AFFPRO reserves the right to reject any Advertisement at its own discretion if such Advertisement violates applicable law, these Terms of Use, or infringes or may infringe the rights of third parties.

[ 07 ]DISCLAIMER OF WARRANTIES AND RISK ALLOCATION

Service "AS IS" and no warranties:

THE AFFPRO PLATFORM, SERVICES, AND RELATED SOFTWARE ARE PROVIDED "AS IS" AND "AS AVAILABLE". AFFPRO EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, AND UNINTERRUPTED OR ERROR-FREE OPERATION.

AFFPRO DOES NOT GUARANTEE THAT THE SERVICES WILL MEET THE USER'S REQUIREMENTS, WILL BE ERROR-FREE, SECURE, OR AVAILABLE AT ANY TIME. USERS BEAR FULL RESPONSIBILITY FOR ANY DAMAGE TO THEIR COMPUTER SYSTEM OR LOSS OF DATA, INCLUDING USER CONTENT, RESULTING FROM SUCH DOWNLOADING OR USE OF THE SERVICE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH OUR SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

Limitation of liability

Excluded damages: In no event shall AFFPRO be liable for any indirect, incidental, special, consequential, or punitive damages, including, without limitation, loss of profits, revenue, data, business opportunities, or goodwill, arising out of or in connection with this Agreement or the use of the Services, even if advised of the possibility of such damages.

Limitation of direct damages: AFFPRO's total aggregate liability for any direct damages arising under this Agreement shall not exceed the total amount of Service fees paid (or payable) by the relevant User to AFFPRO for the two (2) months preceding the event giving rise to the claim.

Essential purpose: These limitations apply regardless of any failure of essential purpose of any limited remedy.

User responsibility and basis for indemnification:

• Advertisers and Publishers are fully responsible for:

1. Their compliance with all applicable laws, regulations and third-party terms (including payment processing, data privacy, advertising standards, and gambling licensing rules);
2. The legality, quality, and accuracy of their content, Offers, and Traffic sources;
3. Their interactions with end users and any related claims.

Indemnification obligation: Each User (Advertiser/Publisher) agrees to defend, indemnify, and hold harmless AFFPRO and its affiliates from any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising in connection with:

• The User's breach of these Terms;

• Negligence, fraud, or willful misconduct of the User;

• Any claim that the User's content infringes third-party rights;

• Invalid, fraudulent (Fraud), or illegal traffic generated by the User.

Reliance on third parties and force majeure:

AFFPRO's operations depend on services provided by third parties (e.g., hosting providers, payment gateways, telecommunications operators). AFFPRO is not liable for failures or delays caused by these third parties. AFFPRO shall not be liable for any failure or delay in performing its obligations due to events beyond its reasonable control (force majeure), including natural disasters, war, terrorism, government actions, pandemics, internet outages, or strikes.

Fraud and invalid traffic:

AFFPRO does not guarantee the validity or quality of traffic or leads. AFFPRO is not liable for losses arising from Fraudulent Traffic, invalid conversions, chargebacks, or non-payment by the Advertiser related to traffic quality issues. Publishers bear the risk of non-payment for invalid/fraudulent activity, as defined in this document (in particular in the AUP).

Platform changes and discretion:

AFFPRO reserves the right to modify, suspend, or discontinue any aspect of the Platform or the Services at any time without any liability.

AFFPRO's exercise of its rights under this Agreement is at its reasonable discretion and does not create liability (including its sole right to terminate your Account/Agreement at its discretion).

Termination of the Agreement and suspension/blocking of the Account

Termination by either Party: Either Party may terminate this Agreement at any time, for any reason or no reason, by giving written notice to the other Party by email, with notice from AFFPRO to be sent at least 2 business days in advance, and notice from the User to be sent at least 20 business days in advance.

AFFPRO's rights to terminate and suspend:

• AFFPRO reserves the right, at its own discretion and without prior notice (except as expressly stated below), to take any of the following actions:

• Suspend or restrict access to certain features or services (Partial Account Block).

• Discontinue provision of the Service and fully block access to the User's Account (Full Account Block);

• Suspend or discontinue the operation of the Partner's advertising site(s).

Grounds for immediate action: AFFPRO may take the actions described in this section immediately and without prior warning in cases of:

• Any breach of any term of this Agreement by the User (in particular breach of the AUP);

• Fraudulent activity, manipulation, or abuse of the AFFPRO system or Traffic.

• Disrespectful behavior, use of threats or profanity in any communication with AFFPRO personnel (including, without limitation: the ticketing system, email, Microsoft Teams, phone).

• Any illegal activity or activity that jeopardizes the security or reputation of AFFPRO.

Consequences of termination of the Agreement or blocking of the Account:

• Upon termination of this Agreement or a Full Account Block:

The User's right to use the Service and access the Account immediately terminates.

All outstanding legitimate earnings owed to the Publisher as of the actual date of termination will be processed in accordance with the Payment terms, subject to any deductions for chargebacks, penalties, or costs incurred due to the Partner's violations.

The Publisher must immediately cease all advertising activity using AFFPRO's brands, trademarks, materials, and tracking links.

A Partial Account Block may restrict access but does not result in automatic termination of the Agreement; payment obligations for legitimate earnings may continue until a Full Block or termination of the Agreement occurs.

Survival: Termination or expiration of these Terms shall not affect any rights, obligations, or liabilities of the Parties that arose prior to the date of termination or expiration, or that are intended to continue or take effect thereafter. The provisions regarding Payment (for earned amounts), Confidentiality, Intellectual Property, Disclaimer of Warranties, Indemnification, Limitation of Liability, and Governing Law expressly survive termination of the Agreement.

[ 08 ]INTELLECTUAL PROPERTY RIGHTS

Ownership. All intellectual property rights (including trademarks, logos, graphics, content, software, and brand elements) related to AFFPRO, its Partners, or associated services (<strong>"Company IP"</strong>) are the exclusive property of AFFPRO or its licensors. No rights are granted to the User other than the limited, revocable license set forth in this document.

Grant of license. Subject to strict compliance with these Terms, AFFPRO may grant the Partner a non-exclusive, non-transferable, royalty-free license to:

• Use marketing materials expressly provided on the Platform;

• Promote AFFPRO's services solely through approved channels and methods.

This license automatically terminates upon termination of the Agreement or may be revoked by AFFPRO at any time at its own discretion.

Prohibited use of Company IP.

The User is strictly prohibited from:

• Copying, imitating, or creating derivative works from the Company IP (including website design, brand aesthetics, or trademark styling);

• Registering/using domain names, social media handles, apps, or online profiles that include, imitate, or are confusingly similar to the Company IP without prior written permission;

• Using the Company IP (logos, trademarks, graphics) outside of pre-approved materials on the Platform unless separately permitted in writing (email/PDF agreement);

• Bidding on the Company's trademarks/brands (e.g., "AFFPRO", other Users' brands) or using them as keywords, meta tags, search queries, or ad identifiers in paid/organic campaigns without explicit permission;

• Using images, videos, or the likeness of AFFPRO ambassadors, employees, or representatives without prior written consent.

Revocation and enforcement

AFFPRO may revoke any permission (including Platform materials) at its own discretion with immediate effect. Violation of this section constitutes a material breach, entitling AFFPRO to suspend commission payments, terminate the Terms, and take legal action without prior notice.

[ 09 ]CONFIDENTIALITY

Each party agrees that it will not disclose any Confidential Information of the other Party to any third party, and that it will not use the Confidential Information for any purpose not permitted by these Terms of Use. Each Party will protect the other Party's Confidential Information in the same manner it protects its own confidential and proprietary information, but in no event shall such protection be less than a reasonable standard of care. The above obligations do not apply if the Confidential Information of the Disclosing Party:

• must be disclosed by the Receiving Party to comply with any legal requirement or order of a court or administrative body, including any relevant stock exchange (provided that each party agrees, to the extent permitted by law, to notify the other party of the issuance of any such order and to cooperate in its efforts to persuade the court or administrative body to limit disclosure); or

• is known to or in the possession of the Receiving Party prior to disclosure of such Confidential Information by the Disclosing Party, as confirmed by the Receiving Party's written records; or

• is or becomes publicly known through no act or omission of the Receiving Party; or

• is provided to the Receiving Party by a third party without any legal restrictions; or

• is independently developed by the Receiving Party without use of any Confidential Information.

Governing law and dispute resolution

Governing law

These Terms, as well as any disputes arising out of or in connection with them, are governed by and construed in accordance with the laws of England and Wales, without regard to its conflict-of-law provisions.

Mandatory negotiations

Informal resolution: Before initiating formal proceedings, the Parties agree to first attempt to resolve any dispute informally by contacting the other Party in writing by email at [email protected] for AFFPRO; the Partner's registered email for the Partner. A response must be provided within 15 business days.

Prohibition on litigation: No legal proceedings may be initiated before the expiration of 90 days from the date of the initial dispute notice.

Exclusive jurisdiction Subject to the foregoing, all disputes shall be finally resolved by the courts of England and Wales, to whose exclusive jurisdiction the Parties irrevocably submit.

Contact information

If you have any questions or concerns about these Terms or the Website or any information contained therein, you may contact us by writing to us at [email protected]