AFFILIATE MARKETING AGREEMENT

BERTIEVERSE LTD Registered Limited Company in England & Wales (UK)

16540298 - Incorporated on 25 June 2025

128 City Road, London, United Kingdom, EC1V 2NX

Effective Date: 26 September

1. APPOINTMENT AND SERVICES

1.1 The Company appoints the Affiliate to market and promote the Company's online services ("Services") using tracking links provided by the Company.

1.2 The Affiliate shall use reasonable endeavours to promote the Services in accordance with this Agreement and all applicable laws, including the Consumer Protection from Unfair Trading Regulations 2008 and CAP Code.

1.3 The Affiliate must not engage in misleading advertising, spam, or any practices that could damage the Company's reputation.

2. COMMISSION AND PAYMENT

2.1 The Company shall pay commission of 20% of Net Revenue from customers referred by the Affiliate. "Net Revenue" means monthly subscription fees less refunds, chargebacks, processing fees, and VAT.

2.2 Commission is payable monthly on the 10th of every month and all eligible transactions that are 30 days or older will be paid.

2.3 Payments shall be made through PayPal or Wise

2.4 The Company may withhold payment for disputed or fraudulent transactions.

2.5 The Affiliate is responsible for their own tax obligations.

3. MARKETING REQUIREMENTS

3.1 The Affiliate must use only Company-provided tracking links and approved marketing materials.

3.2 The Affiliate must clearly disclose their commercial relationship with the Company in all promotional content as required by the Consumer Protection from Unfair Trading Regulations 2008.

3.3 The Affiliate shall not bid on the Company's trade marks in paid search campaigns or create competing websites.

3.4 Email marketing requires the Company's prior written consent and must comply with the Privacy and Electronic Communications Regulations 2003.

4. INTELLECTUAL PROPERTY

4.1 The Company grants a non-exclusive licence to use its trade marks and promotional materials solely for promoting the Services under this Agreement.

4.2 All intellectual property rights remain with the Company. This licence terminates with the Agreement.

5. DATA PROTECTION

5.1 Both parties shall comply with the Data Protection Act 2018 and UK GDPR in handling personal data.

5.2 The Affiliate must not share customer data with third parties without the Company's written consent.

5.3 Upon termination, the Affiliate shall delete or return all personal data in their possession.

6. CONFIDENTIALITY

6.1 Each party undertakes to keep confidential all proprietary information received from the other party, including commission rates, customer data, and business strategies.

6.2 This obligation survives termination of this Agreement.

7. TERM AND TERMINATION

7.1 This Agreement commences on the date above and continues until terminated by either party.

7.2 Either party may terminate immediately for material breach if not remedied within 14 days of written notice.

7.3 Upon termination, the Affiliate shall cease all promotional activities and remains entitled to unpaid commission earned before termination for 60 days.

8. LIABILITY AND INDEMNITY

8.1 Each party shall indemnify the other against claims arising from their breach of this Agreement or negligent acts.

8.2 Neither party excludes liability for death, personal injury, fraud, or fraudulent misrepresentation.

8.3 Subject to clause 8.2, each party's total liability is limited to the commission paid to the Affiliate in the 12 months before the claim, up to a maximum of $750.

8.4 Neither party is liable for indirect, consequential, or special damages.

9. FORCE MAJEURE

9.1 Neither party is liable for delays or failures due to circumstances beyond reasonable control, including government action, natural disasters, or technical failures.

10. GENERAL PROVISIONS

10.1 This Agreement constitutes the entire agreement and may only be varied in writing signed by both parties.

10.2 This Agreement is governed by English law and is subject to the exclusive jurisdiction of the English courts.

10.3 If any provision is unenforceable, the remainder of the Agreement remains valid.

10.4 The Affiliate acts as an independent contractor and not as the Company's employee or agent. You have no share in the company.

10.5 The Company may modify commission rates or terms at any moment without prior notice.

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