General Marketing Affiliate Agreement

Tradeify Ventures LTD (Tradeify FX)

Version effective: 29 September, 2026

THIS GENERAL MARKETING AFFILIATE AGREEMENT ("Agreement"), dated as of the Effective Date, is by and between Tradeify Ventures LTD, a company incorporated in Saint Lucia with its registered office at Ground Floor, Rodney Court Building, Rodney Bay, Gros Islet, Saint Lucia, operating under the brand Tradeify FX ("Tradeify FX") and you, the Affiliate ("Affiliate"). Tradeify FX and Affiliate may each be referred to hereinafter individually as a "Party" and collectively as the "Parties." Capitalized terms used but not otherwise defined herein shall have the definition set forth in Section 14 below.

Scope of this Agreement. This Agreement governs Affiliate's promotion of the Tradeify FX Services only. Other Tradeify-branded products are offered under separate affiliate programs, including (i) Tradeify 247, offered by Tradeify Ventures LTD, and (ii) Tradeify Futures and other products offered by Tradeify Holdings, Corp. (each, an "Other Tradeify Program"). Any affiliate agreement between Affiliate and Tradeify Ventures LTD or Tradeify Holdings, Corp. governing an Other Tradeify Program is a separate and independent agreement, notwithstanding that Tradeify Ventures LTD may be a party to both this Agreement and such other agreement. Referrals, Affiliate Codes, commissions, tiers, balances, payment thresholds, and Claw-Back Amounts are not transferable, creditable, offsettable, or aggregated between this Agreement and any Other Tradeify Program. An Affiliate Code issued under an Other Tradeify Program does not qualify a purchase of the Services for a Referral Commission under this Agreement, and an Affiliate Code issued under this Agreement does not qualify a purchase under any Other Tradeify Program.

1. Authorization; Marketing and Promotion

a. Authorization. Subject to Affiliate's compliance with this Agreement, Tradeify FX hereby grants to Affiliate a non-exclusive, non-transferable, and non-assignable right to promote and market the Services to prospective customers.

b. Marketing and Promotion. Affiliate will use commercially reasonable efforts to market and promote the Services to prospective customers during the Term. Any advertising materials to be used by Affiliate (other than the materials provided by Tradeify FX) shall be at its own cost and expense. Affiliate agrees to assist in Tradeify FX's marketing efforts to prospective customers referred by Affiliate and will provide commercially reasonable cooperation if so requested. Affiliate shall clearly and conspicuously disclose that it is being compensated by Tradeify FX for its promotion of the Services. In connection with its performance under this Agreement, Affiliate shall not represent itself as an agent of Tradeify FX for any purpose.

c. Tradeify FX Marks. All use by Affiliate of the trademarks, service marks, and trade names associated with Tradeify FX and/or the Services, whether registered or unregistered (the "Tradeify FX Marks"), including any goodwill associated therewith, shall inure to the benefit of, conform to the standards set by, and be under the control of, Tradeify FX. Affiliate's use of any of the Tradeify FX Marks must comply with this Agreement and any trademark usage guidelines provided by Tradeify FX from time to time. Affiliate shall not use any of the Tradeify FX Marks in connection with any product or service or in any manner that is likely to cause confusion, and shall not copy, imitate, or use any such marks, in whole or in part, without the prior written permission of Tradeify FX.

d. Customer Terms. Affiliate shall notify each prospective customer that its access to the Services will be subject to the TOS and such customer must accept the TOS prior to using the Services. Affiliate will not accept the TOS on behalf of its Referral Customers.

2. Referral Process

a. Prospective Customer. A prospective customer may become a Referral Customer by providing an Affiliate Code per Section 2.b.

b. Affiliate Code. Affiliate may be assigned a referral code or URL that is specifically linked to Affiliate in conjunction with this Agreement (both referred to herein as an "Affiliate Code"). Affiliate may share its Affiliate Code with prospective customers. If a prospective customer uses the Affiliate Code during the Term when purchasing any Services, and Tradeify FX accepts the Affiliate Code associated with the purchase, such prospective customer will be deemed a Referral Customer of Affiliate with respect to such purchase. Tradeify FX may reject any Affiliate Code related to a purchase if the prospective customer is (a) a current customer of Tradeify FX, or (b) has been actively recruited by Tradeify FX or another marketing affiliate of Tradeify FX in the one hundred eighty (180) day period immediately preceding the purchase. For clarity, a prospective customer's status as a current or former customer of any Other Tradeify Program does not, by itself, prevent such prospective customer from becoming a Referral Customer under this Agreement.

c. Attribution and Tracking. Attribution is determined solely by the tracking and reporting platform designated by Tradeify FX (the "Tracking Platform"). Where more than one Affiliate Code is associated with a purchase, the last Affiliate Code recorded by the Tracking Platform prior to purchase shall control. Attribution requires that the purchase occur within thirty (30) days of the tracked click or code entry. The records of the Tracking Platform are the sole and definitive basis for determining Referral Customers and calculating Referral Commissions, and shall control over any third-party analytics, screenshots, or self-reported data. Affiliate acknowledges that tracking is dependent on factors outside Tradeify FX's control, including customer browser settings, cookie deletion, ad blockers, and device switching, and that Tradeify FX is not liable for referrals that fail to track for any such reason.

d. Self-Referrals Prohibited. Affiliate may not use its own Affiliate Code (or any tracking link, coupon, or referral mechanism associated with Affiliate) to purchase any Services for itself, for any member of its household, for any entity owned or controlled by Affiliate, or for any Related Party. Any such purchase shall not qualify as a Referral Customer transaction, no Referral Commission shall be earned on it, and Tradeify FX may reject the Affiliate Code and/or terminate this Agreement immediately. For purposes of this subsection, "Related Party" means any individual or entity that is a family member, spouse, domestic partner, employee, contractor, business partner, or corporate affiliate of Affiliate, or any person or entity acting at the direction or for the benefit of Affiliate.

e. Restricted Persons Ineligible. No purchase by a Restricted Person shall qualify as a Referral Customer transaction, and no Referral Commission shall be earned on it. If Tradeify FX determines at any time, including after a Commission Payment has been made, that a Referral Customer is or was a Restricted Person at the time of purchase, the corresponding transaction shall be treated as a Reversal under Section 3.c.

3. Pricing and Payment

a. Account Related Activities. Tradeify FX retains sole responsibility for all account-related activities involving each referred customer ("Referral Customer"), including, but not limited to, onboarding, billing, and collections. Tradeify FX may communicate directly with any Referral Customer at any time. Tradeify FX alone shall determine (and may adjust, suspend, or discontinue) (i) the scope, features, and terms of any services offered ("Services") and (ii) the prices charged to Referral Customers, all in Tradeify FX's sole discretion and without liability to Affiliate.

b. Referral Commission. As consideration for Affiliate's promotional efforts, Tradeify FX will pay Affiliate a commission (the "Referral Commission") in the amount and on the basis published by Tradeify FX through the Affiliate Webpage or Affiliate's affiliate account, or as otherwise communicated to Affiliate in writing (the "Rates"), provided that (i) the Referral Customer places an order using Affiliate's unique referral code or tracking link (collectively, the "Referral Code") and (ii) Tradeify FX confirms, in accordance with Sections 2.b, 2.c, and 2.e, that such Referral Code is valid and accepted for the underlying transaction.

c. Refunds, Chargebacks, and Other Reversals. No Referral Commission is earned on any portion of a transaction that is later refunded, charged back, credited, or otherwise reversed, or that is treated as a Reversal under Section 2.e (each, a "Reversal").

If Tradeify FX has already remitted a Referral Commission for a transaction that subsequently becomes a Reversal, Affiliate shall repay the corresponding commission amount (the "Claw-Back Amount") as follows:

• Tradeify FX may deduct the Claw-Back Amount from any commission or other sum that would otherwise become payable to Affiliate under this Agreement.
• If the Claw-Back Amount exceeds commissions otherwise payable during the next payment cycle, Affiliate shall remit the unpaid balance to Tradeify FX within thirty (30) days after the earlier of (a) the date the Reversal posts or (b) Tradeify FX's written demand. Such balance shall be remitted in U.S. dollars or USDC, as directed by Tradeify FX.
• Any Claw-Back Amount not repaid when due will accrue interest at 1.5 percent per month (or the maximum rate permitted by law, if lower) until paid, and Affiliate shall reimburse Tradeify FX for reasonable costs of collection, including attorneys' fees.

d. Changes to Rates. Tradeify FX may modify the Rates, including the commission amounts, tier structure, and basis of calculation, at any time in its sole discretion. Any change will become effective on the first day of the calendar month following the month in which written notice is sent to the email address that Affiliate has on file with Tradeify FX. Affiliate's continued promotion of the Services following the effective date of a change constitutes acceptance of the change.

e. Promotional and Discretionary Payments. From time to time, Tradeify FX may in its sole discretion offer promotional rates, tier placements, bonuses, or other incentives that exceed the Rates then in effect (each, a "Discretionary Payment"). Any Discretionary Payment is voluntary, applies only to the specific period and conditions stated by Tradeify FX, and may be modified, suspended, or withdrawn at any time. A Discretionary Payment does not modify the Rates, does not establish a course of dealing, creates no expectation or entitlement to any future payment on the same basis, and does not constitute a permanent change to Affiliate's tier, rate, or status. Tradeify FX's determination of eligibility for, and the amount of, any Discretionary Payment is final.

f. Payment Terms. The total Referral Commission earned in a calendar month (the "Commission Payment") will be paid on the fifteenth (15th) day of the following month (the "Payout Date").

No Commission Payment will be issued for any month in which the aggregate Referral Commissions total less than five hundred U.S. dollars (US $500.00). Unpaid amounts will roll forward and be included in the calculation for the next month.

Commission Payments will be disbursed exclusively through Rise, a payroll and payout platform (or any successor platform designated by Tradeify FX) (the "Payout Platform"). Affiliate will receive an email invitation to set up or access its Payout Platform account prior to the initial Payout Date. Tradeify FX has no obligation to issue any Commission Payment until Affiliate has completed all onboarding, identity verification, and tax documentation required by Tradeify FX or the Payout Platform.

Referral Commissions are calculated and denominated in U.S. dollars. Commission Payments may be disbursed through the Payout Platform in U.S. dollars, USDC, or such other currency or digital asset as the Payout Platform supports and Tradeify FX designates. Where a Commission Payment is disbursed in USDC, it will be converted at a rate of one (1) USDC per one U.S. dollar (US $1.00); where disbursed in any other currency or digital asset, it will be converted at the rate applied by the Payout Platform at the time of disbursement.

Affiliate is solely responsible for the accuracy of its Payout Platform account, wallet address, and other payment details. Payments sent in accordance with the details provided by Affiliate are final and irreversible, and Tradeify FX has no liability for any amount lost, misdirected, or delayed as a result of inaccurate or incomplete details. Affiliate bears all fees charged to Affiliate by the Payout Platform, all blockchain network or transaction fees, and any currency conversion or transfer fees imposed by its own financial institution. Once a Commission Payment has been sent, Tradeify FX has no liability for any change in the value of the disbursed currency or digital asset (including any loss of peg), any blockchain network failure or delay, or any loss of access to a wallet or account.

Affiliate is solely responsible for all taxes, duties, and governmental charges arising from amounts paid under this Agreement. Tradeify FX may require Affiliate to provide tax documentation (such as IRS Form W-8BEN or W-8BEN-E, or a local equivalent), may issue any information-reporting forms required by applicable law, and may withhold taxes as required by applicable law.

g. Right to Withhold Pending Review. Tradeify FX may withhold all or part of a Commission Payment, for a period not to exceed ninety (90) days, pending investigation where Tradeify FX has a reasonable, good-faith basis to suspect fraud, self-referral, prohibited traffic, referral of Restricted Persons, or other breach of this Agreement. Tradeify FX will notify Affiliate of any such withholding and will release any amounts determined to be validly earned promptly upon conclusion of its review.

4. Intellectual Property Rights

Except for the rights to use the Tradeify FX Marks and promote the Services as expressly granted herein, Affiliate shall not acquire any rights, title or interest in any of the Intellectual Property Rights belonging to Tradeify FX or Tradeify FX's licensors. Nothing in this Agreement is intended to constitute a sale of any software or documentation associated with the Services or any derivations thereof. The Services constitute valuable proprietary and trade secret information and property of Tradeify FX. Title, ownership, and intellectual property rights, including without limitation all copyright rights, in and to the Services, and all derivatives thereof, shall remain with Tradeify FX and its licensors. Affiliate acknowledges the ownership and intellectual property rights of Tradeify FX in the Services, and will not take any action to jeopardize, limit or interfere in any manner with such ownership or other rights. Affiliate hereby grants Tradeify FX a non-exclusive, royalty-free, fully paid up, perpetual, irrevocable, transferable, unlimited, worldwide right to use and otherwise commercially exploit any feedback, ideas or other suggestions communicated by Affiliate to Tradeify FX.

5. Confidentiality

Each Party will: (a) protect the other Party's Confidential Information with the same standard of care it uses to protect its own Confidential Information, but in no event less than reasonable care; and (b) not disclose the Confidential Information, except to corporate affiliates, employees, agents and professional advisors who need to know it and who have agreed in writing (or in the case of professional advisors who are otherwise bound) to keep it confidential. Each Party (and any corporate affiliates, employees and agents to whom it has disclosed Confidential Information) may use Confidential Information only to exercise rights and fulfill obligations under this Agreement, while using reasonable care to protect it. Each Party is responsible for any actions of its corporate affiliates, employees and agents in violation of this Section 5. Notwithstanding the foregoing, each Party may disclose the other Party's Confidential Information when required by law, but only after it, if legally permissible: (a) uses commercially reasonable efforts to notify the other Party; and (b) gives the other Party the chance to challenge the disclosure.

6. Affiliate Responsibilities

a. Responsibilities. Affiliate shall use commercially reasonable efforts to publish regular social media posts, and at a minimum one (1) post per calendar month, to promote the products and services of Tradeify FX by utilizing either Tradeify FX's marketing materials provided to Affiliate or Affiliate's own marketing materials (the "Affiliate Made Content"). Additional publishing commitments, commission terms, or other arrangements may apply to specific commission tiers or partnership arrangements under a separately executed Marketing Affiliate Partner Agreement between Affiliate and Tradeify FX (a "Partner Agreement"). If Affiliate and Tradeify FX have executed a Partner Agreement, the Partner Agreement shall control to the extent of any conflict with this Agreement, and all other terms of this Agreement shall continue to apply.

b. Content Requirements. The Affiliate Made Content from social media posts shall be original, factual, compliant with the terms of the social media platform used, and compliant with all applicable Federal Trade Commission guidelines and any equivalent advertising and disclosure rules in the jurisdictions in which Affiliate promotes the Services. The Affiliate Made Content must contain any tags, links, or titles Tradeify FX requests to be included in the published social media posts. Affiliate shall promote Tradeify FX's products or services in a lawful and ethical manner. Affiliate shall not engage in any false, misleading, or unethical advertising policies, including but not limited to spam, unauthorized use of Tradeify FX's intellectual property, or any deceptive marketing techniques or practices.

c. Prohibited Claims and Representations. Without limiting Section 6.b, Affiliate shall not, in any content, communication, or advertisement:

• state or imply that any profit, payout, funding outcome, evaluation pass, or trading result is guaranteed, assured, typical, or risk-free;
• present the Services as investment advice, brokerage services, portfolio management, or a regulated financial product, or state or imply that Tradeify FX is a broker, exchange, bank, or licensed financial institution;
• present simulated, hypothetical, or backtested results as actual results, or display any payout, earnings, or account figure that is not accurate, substantiated, and clearly labeled as an individual result that is not typical;
• state or imply that Tradeify FX has reviewed, approved, or endorsed Affiliate's content unless Tradeify FX has done so in writing;
• offer, promise, or provide any rebate, cash payment, or other inducement to a prospective customer in exchange for using Affiliate's Affiliate Code, except as expressly authorized by Tradeify FX in writing; or
• make any statement about Tradeify FX's pricing, rules, payout terms, or evaluation criteria that is inconsistent with Tradeify FX's then-current published materials.

Affiliate shall include any risk disclosure or disclaimer language that Tradeify FX requires, in the form and placement specified by Tradeify FX.

d. Prohibited Traffic and Conduct. Affiliate shall not: (i) generate traffic or conversions by automated means, bots, click farms, or incentivized or misrepresented offers; (ii) engage in cookie stuffing, forced clicks, iframe injection, adware, or any other means of placing tracking without the customer's knowledge; (iii) register, purchase, or use any domain name, subdomain, social media handle, application name, or username that contains or is confusingly similar to any Tradeify FX Mark or any trademark associated with an Other Tradeify Program, including misspellings and typosquats; (iv) create any website, page, or profile that imitates the look and feel of Tradeify FX's website or that a reasonable consumer could mistake for an official Tradeify FX property; (v) send unsolicited commercial email, SMS, or messaging in violation of applicable law, including the CAN-SPAM Act, the Telephone Consumer Protection Act, and applicable data protection and e-privacy laws; (vi) list Affiliate Codes on coupon, deal, cashback, or discount aggregation sites without Tradeify FX's prior written consent; or (vii) promote the Services in any Restricted Jurisdiction or in any jurisdiction in which Tradeify FX has advised Affiliate that it does not accept customers.

e. Paid Advertising. Affiliate shall not publish paid advertisement containing, displaying, or otherwise incorporating any of the following:

• Tradeify FX's internet domain (https://tradeifyfx.co) as the destination URL;
• Cloaked Links; or
• Branded keywords, including, but not limited to, "Tradeify FX," "TradeifyFX," "Tradeify Forex," "Tradeify," "Tradeify 247," "Tradeify247," "Tradeify Futures," and "Tradeify Ventures" (collectively "Branded Keywords"), or variations or misspellings of these Branded Keywords, whether alone or in combination with other terms.

f. Compliance and Records. Upon Tradeify FX's reasonable request, Affiliate shall provide records sufficient to demonstrate compliance with this Section 6, including copies of advertising creative, campaign settings (including geo-targeting settings), traffic sources, audience geographic data, and email or messaging consent records. Affiliate shall remove, correct, or amend any content within three (3) business days of Tradeify FX's written request.

g. Restricted Jurisdictions. The Services are not offered to Restricted Persons. Affiliate shall not, directly or indirectly: (i) market, promote, advertise, or solicit the Services to, or knowingly refer, any Restricted Person; (ii) direct any content, campaign, or communication at audiences located in a Restricted Jurisdiction, whether by geo-targeting, currency, events, communities, or platforms directed at such audiences, or otherwise; or (iii) assist or encourage any Restricted Person to circumvent Tradeify FX's eligibility controls, including by recommending the use of a VPN, a false address, or another person's account. Any paid advertisement promoting the Services shall exclude all Restricted Jurisdictions using the geo-targeting settings of the applicable advertising platform. Affiliate shall include the statement "Tradeify FX is not available to residents of the United States or other restricted jurisdictions," or such other language as Tradeify FX specifies, in Affiliate Made Content, in the form and placement specified by Tradeify FX. Any breach of this Section 6.g is a material breach of this Agreement entitling Tradeify FX to terminate this Agreement immediately, and each non-compliant post, advertisement, email, or other communication constitutes a separate Breach under Section 9.

7. Term; Termination

a. Term. This Agreement shall become effective as of the Effective Date and shall continue in force for an indefinite term (the "Term"), unless terminated earlier.

b. Termination. Notwithstanding anything to the contrary elsewhere in this Agreement, either Party (the "Terminating Party") may terminate this Agreement at any time by providing notice to the other Party. This Agreement will terminate immediately upon the Terminating Party's delivery of written notice to the other Party.

c. Deemed Notice. Service of notice by electronic mail to the electronic mail address provided in Affiliate's application is deemed to be delivery of written notice for purposes of this Section 7.

d. Effect of Termination. Upon any termination of this Agreement: (i) all rights and licenses granted by one Party to the other will immediately cease; (ii) Affiliate will promptly return to Tradeify FX, or destroy and certify the destruction of, all of Tradeify FX's Confidential Information; (iii) Affiliate shall no longer market or promote the Services and will remove all references to Tradeify FX and/or the Services from its website and social media profiles; and (iv) Affiliate will, if Tradeify FX so requests, inform Referral Customers that its relationship with Tradeify FX has terminated. Termination of this Agreement, in part or in whole, will not limit either Party from pursuing other remedies available to it.

e. Acknowledgement. Affiliate hereby waives any right, either express or implied by applicable law or otherwise, to renewal of this Agreement or to any damages or compensation for any termination of this Agreement as provided herein. Affiliate hereby waives any right, either express or implied by law or otherwise, to any outstanding Referral Commission not yet paid by Tradeify FX to Affiliate. No Referral Commission will be earned on any transaction occurring after the effective date of termination.

8. Representations

Affiliate represents and warrants that:

a. Affiliate will comply with the terms and conditions of this Agreement, all applicable laws and regulations (including, without limitation, regulations of the Federal Trade Commission), and any policies related to the Services, as such policies may be modified by Tradeify FX from time to time, in its marketing and promotion of the Services;

b. Affiliate will not make any unauthorized, false, misleading, or illegal statements in connection with this Agreement or regarding the Services and will not make any representation or warranty that is inconsistent with this Agreement or Tradeify FX's written materials regarding the Services as provided by Tradeify FX to Affiliate or otherwise made publicly available by Tradeify FX. Affiliate will indemnify, defend, and hold harmless Tradeify FX from and against all liabilities, damages, and costs (including settlement costs and reasonable attorneys' fees) arising out of or related to (i) any representations or warranties made by Affiliate regarding the Services that are inconsistent with this Agreement or the written materials regarding the Services provided by Tradeify FX, and (ii) Affiliate's breach of Section 6 or violation of applicable law;

c. Affiliate has obtained and will maintain all licenses, permits and approvals and will be responsible for satisfying all formalities as may be required to: (a) enter into this Agreement; (b) perform its obligations in accordance with this Agreement; and © comply with applicable laws, rules and regulations;

d. Affiliate is at least eighteen (18) years of age (or the age of majority in its jurisdiction, if higher) and is not a resident of, or located in, any jurisdiction subject to comprehensive sanctions, and is not a person or entity listed on any applicable restricted-party or sanctions list;

e. The execution of this Agreement, and the performance by Affiliate of its obligations hereunder, will not constitute a breach or default of or otherwise violate any agreement to which Affiliate or any of its corporate affiliates are a party, or violate any rights of any third parties arising from those agreements, including without limitation any rights related to exclusivity;

f. Affiliate and its directors, officers, employees and agents have not, and will not offer, pay, promise or authorize the payment, directly or indirectly through any other person or entity, of any monies or anything of value for the purpose of inducing or rewarding any favorable action or influencing any act or decision in connection with Tradeify FX's business to a candidate for public office, or to any of the following for the purpose of inducing or rewarding any favorable action or influencing any act or decision of such person or entity in connection with Tradeify FX's business: (a) any governmental official or employee of a government; (b) any official or employee of any government-controlled entity, public international organization or any political party; or © any candidate for political office; and

g. Affiliate is not a Restricted Person; the audience Affiliate reaches through the channels it uses to promote the Services is not predominantly located in the United States or any other Restricted Jurisdiction; Affiliate will provide reasonable audience geographic data (such as platform analytics) upon Tradeify FX's request to verify the foregoing; and Affiliate will notify Tradeify FX in writing within five (5) business days if any of the foregoing ceases to be true.

9. Liquidated Damages

The Parties acknowledge that any violation, breach, or non-compliance ("Breach") by Affiliate of any covenant, representation, warranty, or other obligation under this Agreement will cause Tradeify FX substantial harm that is difficult to calculate with precision. Therefore, in addition to all other remedies available at law or in equity, Affiliate shall pay to Tradeify FX, as liquidated damages and not as a penalty, up to Ten Thousand U.S. Dollars (US $10,000) for each separate Breach, provided that Tradeify FX's aggregate recovery of liquidated damages under this Section 9 shall not exceed Fifty Thousand U.S. Dollars (US $50,000). For clarity, (i) each email, post, advertisement, or other act or omission that violates the Agreement constitutes a separate Breach, and (ii) each calendar day that a Breach continues following Tradeify FX's written notice to Affiliate shall be deemed an additional Breach. The Parties agree that the amounts set forth in this Section 9 represent a reasonable estimate of the harm caused by a Breach and are not intended as a penalty. Nothing in Section 11 shall limit Affiliate's liability under this Section 9.

10. Disclaimer

TO THE FULLEST EXTENT PERMITTED BY LAW, TRADEIFY FX, ITS LICENSORS AND SUPPLIERS MAKE NO WARRANTY, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WITH RESPECT TO THE SERVICES, AND EXPRESSLY DISCLAIM THE WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, SATISFACTORY QUALITY, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE. TRADEIFY FX MAKES NO REPRESENTATION OR WARRANTY REGARDING THE ACCURACY, COMPLETENESS, OR AVAILABILITY OF THE TRACKING PLATFORM, THE PAYOUT PLATFORM, OR ANY REPORTING FURNISHED TO AFFILIATE, OR REGARDING THE VOLUME OR VALUE OF ANY REFERRALS, COMMISSIONS, OR EARNINGS AFFILIATE MAY RECEIVE. AFFILIATE HEREBY WAIVES ANY RIGHTS THAT IT MIGHT OTHERWISE HAVE IN CONNECTION WITH THIS SECTION 10. TRADEIFY FX WILL NOT BE OBLIGATED UNDER THIS AGREEMENT TO TAKE ANY ACTION OR REFRAIN FROM TAKING ANY ACTION THAT IT BELIEVES, IN GOOD FAITH, WOULD CAUSE IT TO BE IN VIOLATION OF ANY APPLICABLE LAW OF ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, SAINT LUCIA AND THE UNITED STATES.

11. Limitation of Liability

IN NO EVENT WILL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED HERETO FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED AND WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY AND EVEN IF DIRECT DAMAGES DO NOT SATISFY A REMEDY. IN NO EVENT WILL TRADEIFY FX'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SUBJECT MATTER OF THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE AMOUNTS PAID BY TRADEIFY FX TO AFFILIATE HEREUNDER IN THE TWELVE (12) MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY. THESE LIMITATIONS OF LIABILITY APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW BUT DO NOT APPLY TO A PARTY'S INDEMNIFICATION OBLIGATIONS, VIOLATIONS OF THE OTHER PARTY'S INTELLECTUAL PROPERTY RIGHTS, BREACHES OF CONFIDENTIALITY OBLIGATIONS, AFFILIATE'S OBLIGATIONS UNDER SECTION 3.c, OR AFFILIATE'S OBLIGATIONS UNDER SECTION 9.

12. Independent Contractor

For purposes of this Agreement, Affiliate is an independent contractor, and not an employee or agent of Tradeify FX, nor shall anything herein be construed as making Affiliate a partner or co-venturer with Tradeify FX and/or any of its subsidiaries and affiliated entities and/or other clients. Except as provided in this Agreement, Affiliate shall have no authority to bind, obligate or represent Tradeify FX and/or its subsidiaries and affiliated entities.

13. Miscellaneous

a. Non-Exclusivity. Tradeify FX expressly reserves the right (on a worldwide basis) to promote, advertise, market, sell, license and distribute the Services either directly or indirectly through other partners, managed service providers, dealers, distributors, or other third parties, and reserves the right (on a worldwide basis) to promote, advertise, market, sell, license, and distribute the Services to any customer of Affiliate, subject to the confidentiality provisions of this Agreement. Nothing in this Agreement shall be deemed to preclude Tradeify FX from contacting Referral Customers directly.

b. Non-Disparagement. Each Party agrees and covenants that it will not at any time make, publish, or communicate to any person or entity or in any public forum, including, without limitation, on any digital or online review sites or forums, any defamatory, discrediting or disparaging remarks, comments or statements concerning the other Party or its businesses, or any of its employees or officers, now or in the future. For purposes of this paragraph, a disparaging or discrediting statement or representation is any communication which, if publicized to another, would cause or tend to cause the recipient of the communication to question the business condition, integrity, competence, good character, or product quality of the person or entity to whom the communication relates, but will not include (i) any disclosure required to be made to any governmental or quasi-governmental agency, (ii) any disclosure made in the course of any pending or threatened litigation, mediation, arbitration or agency action, or (iii) any truthful statement of Affiliate's own honest opinion or experience regarding the Services.

c. Notices. All notices must be in writing and addressed to the attention of the other Party at the address first set forth above or on the signature page hereto, or at such other address as provided by a Party from time to time by like notice. Notice will be deemed given: (a) when delivered by personal courier, (b) one (1) business day after sending via a nationally-recognized overnight courier, © three (3) business days after sending via certified mail, or (d) when verified by automated receipt or electronic logs if sent by electronic mail. Notices to Tradeify FX shall be sent to partners@tradeifyfx.co with a copy to the registered office address set forth above.

d. Beneficiaries; Assignment. Affiliate may not assign or transfer any part of this Agreement, including without limitation, by change of control or an assignment by operation of law, without Tradeify FX's prior written consent. Any attempt by Affiliate to transfer or assign this Agreement in violation of this Section 13.d is void. Tradeify FX may assign this Agreement, in whole or in part, to any corporate affiliate or in connection with a merger, reorganization, or sale of all or substantially all of its assets.

e. Force Majeure. Neither Party will be liable for inadequate performance to the extent caused by a condition (for example, natural disaster, epidemic or pandemic, act of war or terrorism, riot, labor condition, governmental action, and Internet disturbance) that was beyond the Party's reasonable control.

f. No Waiver; Severability. Failure to enforce any provision of this Agreement will not constitute a waiver. If any provision of this Agreement is found unenforceable, it and any related provisions will be interpreted to best accomplish the unenforceable provision's essential purpose.

g. Governing Law; Jurisdiction. This Agreement is governed by the laws of the State of Florida, excluding its choice of law rules. FOR ANY DISPUTE RELATING TO THIS AGREEMENT, THE PARTIES CONSENT TO PERSONAL JURISDICTION AND VENUE IN PALM BEACH COUNTY, FLORIDA OR THE COURTS OF THE UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF FLORIDA. EACH PARTY HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY OBJECTION THAT IT MAY HAVE OR HEREAFTER HAVE TO THE LAYING OF THE VENUE OF ANY SUCH PROCEEDING BROUGHT IN SUCH A COURT AND ANY CLAIM THAT ANY SUCH PROCEEDING BROUGHT IN SUCH COURT HAS BEEN BROUGHT IN AN INCONVENIENT FORUM.

h. Waiver of Jury Trial. FOR THE AVOIDANCE OF DOUBT, AND AS A SPECIFICALLY BARGAINED INDUCEMENT FOR EACH OF THE PARTIES HERETO, EACH PARTY HEREBY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT OR THE SUBJECT MATTER HEREOF. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT AND THAT RELATE TO THE SUBJECT MATTER OF THIS TRANSACTION, INCLUDING, WITHOUT LIMITATION, CONTRACT CLAIMS, TORT CLAIMS (INCLUDING NEGLIGENCE), BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW AND STATUTORY CLAIMS. THIS SECTION 13.h HAS BEEN FULLY DISCUSSED BY EACH OF THE PARTIES HERETO AND THESE PROVISIONS WILL NOT BE SUBJECT TO ANY EXCEPTIONS. EACH PARTY HERETO HEREBY FURTHER WARRANTS AND REPRESENTS THAT SUCH PARTY HAS REVIEWED THIS WAIVER WITH ITS LEGAL COUNSEL, AND THAT SUCH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ITS JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL COUNSEL.

i. Equitable Relief; Survival. Nothing in this Agreement will limit either Party's ability to seek equitable relief. Upon termination of this Agreement, the rights and obligations of the Parties will cease, except for the rights and obligations in all provisions of this Agreement which by their nature contemplate performance or applicability after the termination hereof, which will survive termination of this Agreement, including without limitation Sections 2.e, 3.c, 4, 5, 7.d, 7.e, 8, 9, 10, 11, and 13.

j. Entire Agreement; Amendments; Counterparts. This Agreement, together with any Partner Agreement executed between the Parties, constitutes the Parties' entire agreement relating to its subject and supersedes any prior or contemporaneous agreements on that subject. Except as expressly provided in Sections 3.a, 3.d, 3.e, and 8.a, and except as provided in the following sentence, any amendments to this Agreement must be agreed upon in writing and signed by both Parties hereto. Tradeify FX may modify this Agreement by posting an updated version to the Affiliate Webpage and providing notice to the email address Affiliate has on file; any such modification becomes effective thirty (30) days after notice, and Affiliate's continued promotion of the Services after that date constitutes acceptance. If Affiliate does not accept a modification, Affiliate's sole remedy is to terminate this Agreement under Section 7.b. The Parties may execute this Agreement electronically (including, without limitation, via Affiliate's acceptance of this Agreement through the Affiliate Webpage, or via https://tradeifyfx.co) and the Parties may exchange executed signature pages in counterparts, including by facsimile, PDF or other electronic method, which taken together will constitute one instrument.

14. Definitions

For purposes of this Agreement, the following terms will have the meanings set forth below:

"Affiliate Webpage" means the URL designated by Tradeify FX for prospective affiliates to register as an affiliate of Tradeify FX and obtain an Affiliate Code, currently located at: https://www.tradeifyfx.co/affiliate, as may be updated by Tradeify FX from time to time.

"Confidential Information" means information disclosed by a Party to the other Party under this Agreement that is marked as confidential or would normally be considered confidential under the circumstances. Without limiting the foregoing, the Referral Commission, the Rates, any Discretionary Payment, and any information obtained through the Services are Confidential Information of Tradeify FX. Notwithstanding the foregoing, Confidential Information does not include information that: (a) the recipient of the Confidential Information already knew; (b) becomes public through no fault of the recipient; © was independently developed by the recipient; or (d) was rightfully given to the recipient by another Party.

"Cloaked Link" means any URL that is presented in a disguised or shortened form, thereby masking the actual destination URL.

"Effective Date" means the date Affiliate accepts this Agreement by clicking a box indicating its acceptance through the Affiliate Webpage.

"Intellectual Property Rights" means any (i) patents, (ii) trademarks, service marks, trade names, brand names, slogans, logos and internet domain names, (iii) discoveries, ideas, processes, formulae, designs, models, know-how, proprietary information, trade secrets, and confidential information (including customer lists, training materials and related matters, research and marketing and sales plans), whether or not patented or patentable, (iv) copyrights, writings and other copyrightable works and works in progress, databases and software, (v) all other intellectual property rights and foreign equivalent or counterpart rights and forms of protection of a similar or analogous nature or having similar effect in any jurisdiction throughout the world, (vi) all registrations and applications for registration of any of the foregoing, (vii) all common law trademarks and service marks used by Tradeify FX and (viii) any renewals, extensions, continuations, divisionals, reexaminations or reissues or equivalent or counterpart of any of the foregoing in any jurisdiction throughout the world.

"Other Tradeify Program" has the meaning set forth in the Scope of this Agreement.

"Partner Agreement" has the meaning set forth in Section 6.a.

"Payout Platform" has the meaning set forth in Section 3.f.

"Rates" has the meaning set forth in Section 3.b.

"Referral Customer(s)" means a prospective customer referred by Affiliate to Tradeify FX and accepted by Tradeify FX in accordance with Section 2 above.

"Restricted Jurisdiction" means (i) the United States of America, including its territories and possessions; (ii) any country or territory subject to comprehensive sanctions under applicable law; and (iii) any other jurisdiction that Tradeify FX designates as restricted by notice to Affiliate or by posting on the Affiliate Webpage, as updated from time to time.

"Restricted Person" means any individual who is a resident of, or located in, a Restricted Jurisdiction, and any entity that is organized, headquartered, or located in a Restricted Jurisdiction or that is owned or controlled by any such individual or entity.

"Services" means the simulated foreign exchange (FX) trading evaluation, simulated funded account, and related products and services offered by Tradeify FX to Referral Customers from time to time, as described on the Tradeify FX website at https://tradeifyfx.co, as may be updated or modified by Tradeify FX from time to time.

"Tracking Platform" has the meaning set forth in Section 2.c.

"TOS" means the Terms of Service presented by Tradeify FX to Referral Customers upon login to the Services, as Tradeify FX may modify from time to time, which must be accepted by each Referral Customer prior to its use of the Services. A copy of the then-current TOS for the applicable Services will be made available by Tradeify FX for review upon request.

Version v2026-09-29

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