Affiliate Marketing Agreement

THIS AGREEMENT ("Agreement") is made between MediaScalers, a corporation organized under the laws of the state of Florida, Palm Beach County ("Company"), and the individual or entity ("Affiliate") accepting this agreement digitally under the account they are using on the MediaScalers platform, with their information tied to this agreement.

1. ACCEPTANCE

By accepting this Agreement, the Affiliate acknowledges that they may be asked to provide a valid government-issued ID upon the Company's request. Failure to comply with this request, or providing false identification, will result in the termination of this Agreement and may lead to the Company contacting the appropriate authorities.

2. PAYMENT TERMS

Payment will be made to the Affiliate on a weekly basis, according to the terms outlined in each offer's information.

3. OFFER PROMOTION AND TRACKING

The Affiliate agrees to promote the offers found on the Company's platform using the guidelines and restrictions provided in each offer's information. The Company uses a third-party tracking service, Everflow, for all affiliate tracking and reporting. The commission structure is based on the details provided in each offer's information.

4. ADVERTISING AND MARKETING GUIDELINES

The Affiliate must adhere to the specific Advertising and Marketing guidelines provided separately by the Company. The Affiliate must also follow and agree to good general advertising standards, including:

• No spamming or unsolicited advertisement of any kind.
• No illegal methods of promotion or illegal activities associated with promoting offers.
• Ad claims must be truthful and devoid of deceptive or misleading content.
• Material terms, such as paid participation requirements, must be clearly and conspicuously disclosed.
• Trial offers must prominently display disclaimers specifying the trial period and subsequent full-price charges.
• The overall impression of the ad should effectively convey the terms of the offer while maintaining positive and uplifting language, avoiding negative terms or expressions.
• Affiliates should familiarize themselves with traffic rules for each offer, and any doubts about permissibility should be addressed.
• The use of the word "Free," negative words, or implications of winnings, incentivized traffic, or simple processes should be avoided.
• False implications regarding shipping, government affiliations, or urgency should be avoided.
• Ads should remain relevant to the advertised offer, and promotions through press releases or sponsored content require written approval.
• Bait-and-switch tactics or celebrity mentions without written approval are prohibited.
• Compliance with traffic rules, maintenance of truthfulness, and use of clear language and formatting for easy understanding of disclosures are essential.
• Consider visibility, minimal scrolling, and device limitations when presenting disclosures.

5. VIOLATION OF TERMS

If the Affiliate does not adhere to the rules of each offer and/or the general advertising guidelines, the Company reserves the right to terminate the Affiliate's account and forfeit all payments due.

6. LEGAL LIABILITY

In the event that the Company is served with a lawsuit due to the Affiliate's advertising methods, advertising materials, or actions, the Affiliate agrees to assume full legal responsibility and provide any and all information requested by the Company to remedy the situation promptly. If the Affiliate fails to cooperate, including ignoring the Company's communication or disappearing altogether, the Affiliate will be held accountable for any and all expenses incurred by the Company, including but not limited to legal fees, settlement costs, damages, and any other associated expenses.

7. ADVERTISER REQUESTS

Occasionally, the Company may receive requests from offer owners ("Advertisers") to make changes to landing pages and creatives or to cease promoting an offer. In such cases, the Affiliate must take action according to the wishes and instructions given to the Company by the Advertisers. Failure to comply with these instructions may result in the Company terminating the Affiliate's account and forfeiting all payments due.

8. TERMINATION

The Company reserves the right to terminate this Agreement and the Affiliate's account at any time, for any reason, including but not limited to, breach of any term of this Agreement. Upon termination, all rights and obligations under this Agreement will be extinguished, except for any rights or obligations which by their nature should survive termination.

9. INDEMNIFICATION

The Affiliate agrees to indemnify, defend, and hold harmless the Company, its shareholders, officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, losses, liabilities, damages, or expenses (including attorneys' fees and costs) of any nature whatsoever incurred or suffered by the Company.

10. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state of Florida, Palm Beach County, without regard to its conflict of laws rules. Any legal action arising out of this Agreement shall be litigated and enforced under the laws of the state of Florida, Palm Beach County.

11. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreement, whether oral or written.

12. ACCEPTANCE OF AGREEMENT

The Affiliate hereby acknowledges that they have read and understood this Agreement and agree to be bound by its terms and conditions. By clicking on the acceptance button, or by otherwise accepting this Agreement through a digital acceptance process provided by the Company, the Affiliate acknowledges and agrees to have legally signed this Agreement.

This agreement is effective upon the Affiliate's acceptance as described above.