EXCHANGE PUBLISHER SERVICE AGREEMENT – EUROPEAN UNIONINTRODUCTION. This Exchange Publisher Service Agreement (this "Agreement") shall govern
the relationship between Performance Horizon Inc trading as Partnerize, a Delaware corporation,with a business address at 900 Rutter Avenue, Forty Fort, PA 18704 ("Partnerize"), and theparty requesting the Services ("You" or "Publisher") with respect to the advertising service (the"Service") offered through Partnerize’s exchange located at www.pepperjamnetwork.com (the"Site"). You and Partnerize may also be individually referred to herein as "Party" and collectively
as "Parties."
TO USE OR ACCESS THE SERVICES, YOU MUST AGREE TO BE LEGALLY BOUND BY
THE TERMS AND CONDITIONS OF THIS AGREEMENT BY CLICKING "I ACCEPT" WHERE
INDICATED. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU HAVE NO
RIGHT OR AUTHORITY TO ACCESS OR USE THE SERVICES OR EXERCISE ANY OTHERRIGHT IN CONNECTION THEREWITH.
If You have registered for or on behalf of an entity, you are deemed to have accepted thisAgreement on behalf of such entity. To the extent Publisher is a network of third parties, thenPublisher shall be responsible to ensure that such third parties comply with the terms of thisAgreement and the terms of the applicable Advertiser Program(s). If you do not agree to theterms of this Agreement in its entirety, You are not authorized to: (a) register as a publisher; (b)use the Service; and/or (c) use the Site, in any manner or form whatsoever. Partnerize may, in its
sole discretion, refuse to register You as a Publisher and/or terminate Your participation in an
Advertiser Program (as defined below) at any time for any reason. To the extent that the terms of
any Advertiser Program are in conflict or inconsistent with this Agreement, this Agreement shalltake precedence and control.
You agree to use the Site, the Service and any additional products and/or services offered byPartnerize only in accordance with this Agreement. Partnerize reserves the right to makechanges to the Site, Service and this Agreement at any time and the revised version of theAgreement shall become effective after 30 days of being posted on the Site. Following such 30
day period, Your continued use of the Site and/or Service after any such modification thereof
shall constitute Your consent to such modification.
EXCHANGE. As a service provider and online exchange, Partnerize facilitates affiliate marketing
programs via its technology and network on the Internet. An affiliate marketing program("Advertiser Program") is where a Publisher or its agent operates one or more web site(s)(domain or portion of a domain within the Internet) and/or subscription e-mail list(s) to earn
financial compensation (including bonus payments) ("Publisher Fees") for sales and or leads("Transactions") generated from such web site and/or e-mail list through a click made by acustomer (each, a "Customer") on a web site or content operated by an advertiser("Advertiser"). The Advertiser compensates the Publisher, in accordance with this Agreement
and the specifications of the applicable Advertiser Program agreed to by the Advertiser and the
Publisher under a separate agreement.
In consideration of the mutual covenants and agreements contained herein, the parties, intending
to be legally bound, hereby agree as follows:

1. Participation in Advertiser Programs.
a. Accessing Advertiser Programs. Publisher may apply to Advertiser Programs for theopportunity to earn Publisher Fees by promoting Advertisers in accordance with the Advertiser
Program terms and this Agreement. Once approved by the Advertiser for acceptance into its
Advertiser Program, Publisher consents to and shall be bound by the terms and conditions of theAdvertiser Program and Publisher may utilize links to Advertiser's web site or offers inaccordance with the Advertiser Program terms and this Agreement.
b. Advertiser Program Terms. The terms, conditions and other details of an Advertiser Program
shall be available through the Site. Transactions qualifying for a Publisher Fee are defined by theAdvertiser, the Advertiser Program and the Site.

2. Publisher Requirements with Partnerize.
a. Registration. To use the Site as a Publisher, You must provide Partnerize with truthful,accurate and complete registration information. If any such information changes, You must
immediately contact Partnerize to update Your registration information.
b. Valid Information. Publisher agrees to provide Partnerize and Advertiser with valid
information about Publisher and Publisher's promotional methods and to maintain up to dateaccount information at all times, including accurate and up to date payment details, contact
information, web sites used, ownership, and any other information requested by Partnerize or theapplicable Advertiser.
Partnerize has the right to confirm and check the truth and accuracy of any registration
information at any time.
Please note that the verification of Your registration information, specifically, name, address andtax identification number, against a third party database may be considered under certain laws toconstitute a "credit check" and You hereby consent to any such verification process.
Notwithstanding that, your participation in the Services as a publisher does not depend on Your
credit worthiness or financial stability.
If any information is determined by Partnerize to be misleading, inaccurate or untruthful,Partnerize may restrict, deny or terminate Your account, Your access and use of the Services
and the Site, and/or any benefits derived from Your participation in any Advertiser Program,including the withholding or forfeit (in whole or in part) of any Publisher Fees to Partnerize.
c. Standards. Publisher represents and warrants that all promotional means utilized by Publisher(a) will not contain objectionable content (including but not limited to content that is misleading,illegal, and/or promoting illegal goods, services or activities), and (b) will not mislead others. You
further represent and warrant that the content of Your website and e-mails do not promote,advocate, facilitate or otherwise include any of the following: (i) hate speech or material that
discriminates on the basis of race, ethnicity, gender, age, disability, religion or sexual orientation;(ii) investment, money-making opportunities or advice not permitted under law; (iii) violence or
profanity; (iv) pornographic, obscene, sexually explicit or related content; (v) material thatdefames, abuses, is libelous, is tortuous or threatens physical harm to others; (vi) material that
displays any telephone numbers, street addresses, last names, URLs, e-mail addresses, any
confidential information or any other personally identifiable information of any third person; (vii)material that impersonates any person or entity; (viii) any indication that any statements You
make are endorsed by Partnerize and/or an Advertiser, without Partnerize's and/or Advertiser's
express prior written consent; (ix) promotion of illegal substances or activities (e.g., illegal
narcotics, how to build a bomb, counterfeiting money); (x); content which is inappropriate or
harmful to children; (xi) promotion of terrorism or terrorist-related activities, sedition or similar
activities; (xii) software pirating (e.g., warez, hotline); (xiii) hacking or phreaking; (xiv) any
material that contains software viruses or any other computer code, files or programs designed tointerrupt, destroy or limit the functionality of any computer software or hardware ortelecommunications equipment; (xv) any software, product or service that is illegal or that
violates the rights of a third party including, but not limited to, spyware, adware, programs
designed to send unsolicited advertisements (i.e. "spamware"), services that send unsolicitedadvertisements, programs designed to initiate "denial of service" attacks, mail bomb programsand programs designed to gain unauthorized access to networks on the Internet; (xvi) any
software, product or service that harvests or collects the personal information of Internet users,
whether or not for commercial purposes, without the express consent of such users; (xvii) any
spoofing, redirecting or trafficking from other websites in an effort to gain traffic; (xviii) any
content that infringes upon the intellectual property rights of any third party or any other rightincluding, without limitation, false advertising, unfair competition, invasion of rights of publicity or
privacy; (xix) illegal forms of gambling, contests, lotteries, raffles, or sweepstakes; (xx) any
material that violates CAN-SPAM or any similar or comparable laws in any other country or
jurisdiction in which You operate; or (xxi) any illegal activity whatsoever (including any violationsof applicable U.S. state or federal law or regulation, Canadian provincial or federal law or thelaws of any other country or jurisdiction in which You operate).The Partnerize Transparency
Department may review Publisher information, conduct and any suspected fraudulent, abusive orotherwise illegal content or activity. Any validated breach of this Section is grounds for immediate
termination of this Agreement, forfeit of Publisher Fees, and deactivation of Publisher's account.
d. Promotional Method Restrictions. Publisher agrees that it shall comply with all laws andregulations and will not engage in spamming, unlawful mass emailing or any unapproved
emailing or in any way fail to comply with the Privacy and Electronic Communications
Regulations 2003., as amended, or any comparable laws, rules or regulations in any country
from or to which Publisher is accessing the Site or the Services or participating in any Advertiser
Program, that govern email marketing and advertising. Publisher agrees that its promotional
activities will not infringe on the Advertiser's intellectual property rights, including but not limited
to copyright and trademark rights.
Publisher shall not perform trademark bidding or direct linking on search engines including on
Google, Yahoo and MSN, when the applicable Advertiser Program prohibits such activity. By"direct linking" this agreement refers to sending traffic directly from the search engine to theAdvertiser website without use of an intermediary landing page.
Partnerize reserves the right at any time to further restrict what activities are considered valid andwill entitle Publisher to Publisher Fees under this Agreement. Partnerize reserves the right towithhold, refuse or withdraw approval of any websites, email distribution lists and/or marketing
channels for any reason, whatsoever, in Partnerize's sole discretion. Only Publisher's websites,
e-mail distribution lists or other marketing channels that have been reviewed and approved byPartnerize may be utilized in connection with the Site and Service.
e. Creative and Tags. Publisher shall not alter, modify or otherwise change the creative content,
links and code used to create the advertisements, text link, banner ad or coupon ("Creative"), or
any Creative-related feature, that it obtains access to in connection with any Advertiser Programin any manner whatsoever, without Partnerize's prior express written consent.
PUBLISHER AGREES TO REVIEW THE AVAILABILITY OF CREATIVE THAT IT HAS PLACEDWITHIN ITS MEDIA ON A DAILY BASIS. IT IS THE PUBLISHER'S RESPONSIBILITY TO
CHANGE CREATIVE WITHIN ITS MEDIA WHEN THE CREATIVE IS NO LONGER AVAILABLE
ON THE SITE. Partnerize ASSUMES NO RESPONSIBILITY TO NOTIFY PUBLISHER WHEN A
SPECIFIC CREATIVE IS NO LONGER AVAILABLE ON THE SITE.
In addition, Site integration tags and tracking pixels ("Tags") included in the Creative or otherwise
incorporated may not be altered under any circumstances. Partnerize employs a testing system
to determine whether You have removed or altered the Tags. Altering, removing or disabling Tags
may jeopardize Your ability to be paid for Transactions and is grounds for immediate terminationof Your Publisher account, with or without notice. You will not, nor knowingly permit any person
to, activate Creatives or inflate the amount of Transactions through any deceptive or misleading
practice, method or technology including, but not limited to, the use of any spyware, device,
program, robot, Iframes, hidden frames, redirects, spiders, computer script or other automated,artificial or fraudulent methods designed to appear like an individual, real live person performing
an Transaction.
f. Personally Identifiable Information of Visitors. Publisher represents and warrants that
Publisher will not enable the tracking code to collect personally identifiable information ofCustomers or potential Customers that would allow You to personally identify such Customer or
potential Customer.
g. Privacy Policies. You will ensure that any and all websites employed by You in connection
with Your participation in any Advertiser Programs will feature an easy-to-understand privacy
policy, linked, at a minimum, conspicuously from such website's home page, with a link that
contains the word "Privacy", "Legal", "Terms" or similar language. Such privacy policy shall, in
addition to the disclosures about Your privacy practices, identify the collection, disclosure anduse of any information related to an end user that You provide or may provide to Partnerize andto any Advertiser or other websites or persons. Such privacy policy shall also provide information
on your use of tracking devices, such as but without limitation to, cookies, including tracking
devices enabled by Partnerize at your request on your behalf. Your website will also include,
where required, information regarding the removal of cookies and other tracking devices.
h. Data Privacy.
The following definitions shall apply to this Section 2(h):"Data Protection Legislation" means any and all applicable data protection, security, or
privacy-related laws, statutes, directives, or regulations, including but not limited to: (a) the
GDPR; (b) the CCPA; (c) the Virginia Consumer Data Protection Act of 2021, Va. Code Ann. §59.1-571 to -581; (d) the Colorado Privacy Act of 2021, Co. Rev. Stat. § 6-1-1301 et seq.; (e)Connecticut Public Act No. 22-15, “An Act Concerning Personal Data Privacy and Online
Monitoring”; (f) the Utah Consumer Privacy Act of 2022, Utah Code Ann. § 13-61-101 et seq.;and (g) all other equivalent or similar laws and regulations in any relevant jurisdiction relating to
Personal Data and privacy, and as each may be amended, extended or re-enacted from time totime, solely to the extent applicable to the Processing of Customer Personal Data under the
Agreement.
“Personal Data” means information that is protected by applicable Data Protection Legislationthat identifies, relates to, describes, is capable of being associated with, or can reasonably belinked, directly or indirectly, with a particular individual or household; or is otherwise referred to as“Personal Information,” “Personal Data,” or “Personally Identifiable Information” under applicable
Data Protection Legislation.
Partnerize will process Publisher’s Personal Data only:(a) to fulfil its obligations to Publisher as set out in this Agreement;(b) where required to do so by a regulator or by law;(c) in accordance with Partnerize’s privacy policy as made available on its website from time totime.
Partnerize processes end user Personal Data and uses tracking code and/or cookies on behalfof Advertisers for the purposes of tracking the performance of Advertisers’ marketing efforts andattributing Transactions to Publisher (the “Purpose”). Publisher understands and acknowledges
that Partnerize and Advertisers’ compliance with applicable law depends on Publisher making
certain disclosures and obtaining certain consents for such tracking and processing. In order toensure such compliance, Publisher will in relation to end users make all necessary disclosures
for and obtain all necessary consents to:(a) the use of code or cookies;(b) the collection of end users IP address and browser details;(c) the processing of end users’ Personal Data, including data relating to the end users’ clicks on
Links and subsequent purchases;(d) the disclosure of end users’ Personal Data to Advertisers and to Partnerize and its AssociatedCompanies;(e) the transfer of end users’ Personal Data outside the end users’ territory,

by Partnerize for the Purpose.
Publisher will pass only anonymous data to Partnerize unless Publisher has entered into anagreement for the processing of end users’ Personal Data with Partnerize.
i. PARTNERIZE REMEDIES. IN ADDITION TO ANY REMEDIES AVAILABLE TO Partnerize OR
THE APPLICABLE ADVERTISER, PUBLISHER SHALL FORFEIT ANY AND ALL PUBLISHER
FEES DURING THE PERIOD IN WHICH PUBLISHER WAS IN VIOLATION OF THISAGREEMENT.

3. Partnerize's Services.
a. Access to Site and Service. Advertiser Program data compiled by Partnerize including, but
not limited to, numbers and calculations regarding Transactions and associated Publisher Fees("Program Data"), will be calculated by Partnerize through the use of Partnerize proprietary
tracking technology and shall be final and binding on You. Any questions regarding the Program
Data must be submitted in writing within fourteen (14) days of initial appearance in the tracking
system; otherwise the Program Data will be deemed to be accurate and accepted by You.
Publisher understands and agrees that on occasion the Service and/or the Site may beinaccessible, unavailable or inoperable. Partnerize will attempt to provide the Service on acontinuous basis, but is under no obligation to provide the Service or maintain the availability of
the Site on a continuous or uninterrupted basis. Partnerize's failure to deliver the Service
because of technical difficulties does not represent a failure to meet the obligations of thisAgreement.
b. Tracking Publisher Fees. Partnerize shall track actual Publisher Fees that should be credited
to Publisher's account. Partnerize may, from time to time in its sole discretion, apply an estimatedamount of Publisher Fees if there is a verified error in Advertiser's tracking code.
c. Access to Tracking and Reporting Tools. Partnerize shall provide Publisher with access totracking and reporting tools via the Site, and to other various support services that may be
updated from time to time on the Site.
d. Support. Support for Publisher's program is available by contacting Partnerize and reaching
the appropriate person or support services.
e. Payment of Publisher Fees. Subject to other provisions in this Agreement, Partnerize shallcredit Publisher's account with a Publisher Fee for each qualifying Transaction in accordancewith the Advertiser's payout rate and Advertiser Program terms. On or around the 1st and 15th
day of each calendar month, Partnerize will credit to Publisher any positive balance in Publisher's
account for Transactions reported for the applicable period. Partnerize shall have no obligation to
make payment of any Publisher Fees for which payment has not cleared to Partnerize of all
monies due to Partnerize, including for all Publisher Fees owed by such Advertiser to all ofAdvertiser's Publishers. If Partnerize receives partial payment Partnerize may apply such partial
payment first against the fees due to Partnerize from such Advertiser and Publisher agrees that itshall pursue any and all legal remedies only against the applicable Advertiser that has not madefunds available to pay sums due and owing to Publisher for Publisher Fees earned in connection
with a particular Advertiser Program, subject to the terms and conditions of the applicable
Advertiser Program.
All Publisher Fees will be paid in US Dollars ($US). Notwithstanding anything contained herein to
the contrary, no Publisher Fees will be issued for any amounts due to Publisher that total lessthan twenty-five dollars ($25.00) ("Payment Threshold").
Every Publisher must have a unique, valid taxpayer identification number, valid Social Security
Number, or other applicable unique government identification. Publisher shall be responsible for
all applicable taxes. You acknowledge and agree that you retain full responsibility for: (a) fulfillingyour obligations with respect to VAT; (b) paying the VAT on the commissions collected and paid
to you by Partnerize; (c) immediately reviewing all invoices and requesting copies of any reports
or invoices not received from Partnerize; and (d) advising Partnerize of any changes to Your tax
identification information.

An Advertiser may request that Partnerize, or Partnerize may on its own initiative, debit from the
Publisher Fees an amount equal to a Publisher Fee previously credited to Publisher's accountwhere: (a) a return or cancellation has been made with respect to the applicable product and/or
service; (b) there is an instance of a duplicate, fraudulent or incomplete entry or other similarerror with respect to a Customer order; (c) there are Transactions that do not comply fully withthe terms of this Agreement or the applicable Advertiser Program; (d) there is non-receipt of
payment from, or refund of payment to, the Customer that entered into the subject Transaction;(e) there is any failure on the part of the Publisher to comply with this Agreement and or
applicable Advertiser Program terms; or (f) any other amounts paid in error or due Advertiser
from Publisher (collectively referred to as a "Reversal"). Unless otherwise set forth in theapplicable Advertiser Program, Reversals requested by an Advertiser in accordance with thisSection for Customer refunds and chargebacks may be applied up to sixty (60) days after theend of the month in which the applicable Publisher Fee was earned ("Reversal Period"). For the
avoidance of doubt, there is no time restriction on any other Reversals. Advertiser may requestthat the payment of a Publisher Fee be postponed for one (1) payment cycle where: (i) Advertiser
is verifying a lead (for Advertiser Programs in which lead generation is a component of theTransaction); (ii) Advertiser has a product return policy that allows the underlying purchaser toreturn the product during the Reversal Period; or (iii) the applicable Advertiser Program provides
for such a postponement. The number or amount of Transactions, credits for payments anddebits for Reversals, as calculated by Partnerize, shall be final and binding on Publisher.
You acknowledge that, with respect to any Advertiser Program, Your entitlement to any
compensation reported with respect to any tracked activity (if such activity is reported) stems
solely from the terms of your agreement with the relevant Advertiser and that such Advertiser issolely responsible for its payment. Partnerize is not liable or responsible for payment orcollection. Partnerize, as a limited commercial agent, is authorized to invoice and collect, in Your
name and on Your behalf, the compensation due to You pursuant to this Agreement or Advertiser
Program terms that you have entered into with any Advertisers. Partnerize will pay to You any
such sums collected in Your name. In order to enable Partnerize to collect sums on Your behalf
from Advertisers, You must provide Partnerize with all financial and tax information (VAT number,company registration number, etc.).
f. Dormant Accounts. If Publisher fails to maintain accurate payment details in accordance withsection 2(b) of this Agreement and Partnerize is unable to complete the payment process
detailed in Section 3(e) above then, after a period of 12 months the Publisher account shall be
immediately classified as dormant (“Dormant Account”) and may be subject to a MaintenanceFee. Partnerize reserves the right to charge an administrative fee for the maintenance of a
Dormant Account based on Partnerize’s then prevailing rates according to the schedule
contained herein (the “Maintenance Fee”). Maintenance Fees shall be deducted from
Publisher’s account balance retroactively from the point a Publisher account was deemed to be a
Dormant Account and monthly thereafter, in arrears, in accordance with the Maintenance Fee
Schedule below:
Maintenance Fee Schedule: The Maintenance Fee shall be calculated as follows: a) If theaggregate account balance is greater than $100 USD on a converted basis, a monthly fee of thelessor of (i) $50 USD, or (ii) 10% of the outstanding balance shall be assessed; b) If theaggregate account balance is less than $100 USD on a converted basis, a monthly fee of $10
USD shall be assessed; and, c) If the aggregate account balance is less than $10 USD on aconverted basis, or the account remains inactive/dormant for a period of 24 consecutive months,a Maintenance Fee equivalent to the full remaining balance will be assessed. Note(s):Maintenance Fees will not be charged if the Publisher account balance reaches $0. United

States Dollars (USD) will be the standard monetary value used to calculate Maintenance Fees
even if the currency used to calculate Publisher Fees differs.
g. Fraud. Partnerize monitors traffic, Transactions, Publisher Fees and other Advertiser
Program-related activities for potential fraud. If Partnerize suspects that Your account has beenused in a fraudulent manner, Your account may be deactivated effective immediately and with nonotice to You pending further investigation. Partnerize reserves sole judgment in determining
fraud and You agree to be bound by any and all such determinations. It is the obligation of
Publisher to prove to Partnerize that it has NOT engaged in fraud. If you are unable to provide
Partnerize with satisfactory evidence that You have not engaged in fraud within seven (7) days ofYour Publisher Fees being placed in "Pending or Delayed Status," then Partnerize may terminate
Your account and cancel payment on the applicable Publisher Fees, at its sole discretion andwithout any further obligations to You. For the avoidance of doubt, if You add Transactions, or
inflate Transactions, through the use of fraudulent means of traffic generation, as determinedsolely by Partnerize, You will forfeit all of the Publisher Fees related to that Advertiser Program,and Your account may be terminated effective immediately.
h. Use of Site and Services. You may not use the Site or the Service in connection withaggregating, soliciting or recruiting Advertisers, other publishers, other sites or other persons toform or join a marketing, advertising or similar network.

4. Proprietary Rights.
a. Linking to Advertisers. For each Advertiser Program that Publisher has applied to and been
accepted to, the Advertiser is granting to Publisher the right to link to the Advertiser's web site or
web offers in accordance with the Advertiser Program terms and this Agreement.
b. Partnerize's Use of Publisher's Information. Publisher authorizes Partnerize to utilize
Publisher's otherwise protected information subject to the provisions of Section 5 below related
to confidentiality of Publisher's identification and marketing data.
c. License Grant to Publisher. Subject to this Agreement and the terms of the applicable
Advertiser Program, Partnerize grants to Publisher a revocable, non-transferable, royalty free,license to use the Site and the applicable tracking code. Publisher may not remove or alter any
copyright, service marks or trademark notices. Partnerize reserves any and all rights not explicitly
granted in the Agreement.

5. Confidentiality.
Each Party will take commercially reasonable actions designed to protect the Confidential
Information of the other Party from misappropriation and unauthorized use or disclosure, and at aminimum, will take precautions at least as great as those taken to protect its own confidential
information of a similar nature. The receiving Party may disclose Confidential Information of thedisclosing Party to the extent necessary to comply with applicable Law. Upon request of the otherParty, or in any event upon any termination or expiration of this Agreement, each Party will returnto the other or destroy all materials, in any medium, which contain, embody, reflect or reference
all or any part of any Confidential Information of the other Party. This Agreement shall be theConfidential Information of Partnerize.
Either Party will be entitled to seek preliminary and/or permanent injunctive relief from any
violation or threatened violation of this Section 5 without the necessity of proving actual damages
or posting any bond or other security.
"Confidential Information" means all confidential and/or proprietary information and documents
furnished or disclosed by or on behalf of a Party or its affiliates, no matter when or how furnishedor disclosed. Confidential Information includes, without limitation, (a) all nonpublic information

relating to a Party's or its affiliates' technology, business plans, agreements, promotional andmarketing activities, finances and other business affairs, and (b) all third party information that a
Party or its affiliates is obligated to keep confidential. Confidential Information may be containedin tangible materials, such as drawings, data, specifications, reports and computer programs, ormay be in the nature of unwritten knowledge. Confidential Information does not include any
information that (w) has become publicly available without breach of this Agreement, (x) can beshown by documentation to have been known to the receiving Party at the time of its receipt fromthe disclosing Party or its affiliates, (y) is received from a third party who did not acquire ordisclose such information by a wrongful or tortious act, or (z) can be shown by documentation tohave been independently developed by the receiving Party without reference to any Confidential
Information.

6. Notices.
Except as provided elsewhere herein, Publisher must send all notices relating to this Agreementin writing via overnight mail or fax: (a) to Partnerize, Attn: Legal Department, 900 Rutter Avenue.
Forty Fort, PA 18704. All notices from Partnerize shall be sent to the address submitted by You
when You sign up for the Service.

7. Term.
The Agreement shall commence upon Partnerize's acceptance of Your publisher application andremain in effect until terminated as set forth herein.

8. Termination.
Either party may terminate this agreement at any time. In addition, Partnerize reserves the right,
in its sole and absolute discretion, to terminate an Advertiser Program, suspend Your
participation in an Advertiser Program and/or remove any Creatives at any time for any reason.
Partnerize also reserves the right to terminate Your access to the Site at any time. Termination
notice may be provided via e-mail and will be effective immediately. Upon termination, Publisher
agrees to immediately remove from its Publisher website(s) any and all Creatives, Partnerize
code or other intellectual property made available to Publisher in connection with its performance
under the Agreement. The representations, warranties and those obligations that by their terms
and context show the Parties intended them to survive the termination of this Agreement for any
reason, including provisions governing confidentiality, ownership, indemnification and liability,
shall survive the expiration or earlier termination of this Agreement.

9. Representations and Warranties.
The Parties hereby acknowledge and agree that Publisher is solely responsible for the method inwhich the Creatives are disseminated. You represent and warrant that You will not engage in any
activities that violate any Advertiser Program's terms and conditions. Moreover, You represent
and warrant that: (a) Your Publisher website and/or Publisher e-mails are represented by alegitimate second-level domain name (e.g. yoursite.com is acceptable; however, a shared server,e.g., sharedsite.com/yoursite, is not acceptable); (b) Your Publisher website is not offered as apart of a community-based website personal entry or personal page; (c) Your Publisher website
and Publisher e-mails do not incentivize users to click on Creatives, including by awarding users
cash, points, prizes, and/or contest or sweepstake entries or any other incentives ("Incentives");(d) Your Publisher Website is not hosted by a free service and is fully functional at all times andat all levels (no "under construction" Publisher Websites or any sections thereof are permissible);(e) You will place or use the Creatives only with the intention of delivering valid Transactions as
determined by, and for the benefit of, the applicable Advertiser; (f) You will not violate guidelines
of any search engines being utilized; (g) You will not allow the Creatives to be placed on any
non-Publisher website without the prior express written consent of Partnerize and the applicable
Advertiser; (h) You will not use any Creatives or any other Advertiser Program terms and/or
content in connection with aggregating, soliciting or recruiting other Publishers, Advertisers, otherwebsites or other persons to form or join an affiliate marketing, advertising or similar network forthe purpose of engaging in business of the type conducted by Partnerize; (i) You will not redirecttraffic to a website other than the website specifically listed by the applicable Advertiser; (j) Your
performance under this Agreement shall not in any way violate or infringe upon any third party
rights, including rights regarding ownership, trade secrets, trademarks, copyright or patents; (k)You shall protect, promote and preserve the goodwill associated with the Advertiser trade nameand any Customer relationships in connection with its performance hereunder; (l) in performingYour obligations and exercising Your rights under this Agreement, You shall comply with allapplicable laws (and all changes in laws) relating to or affecting this Agreement or the work to be
performed hereunder, and (m) You shall obtain and maintain all permits, licenses, and consents
required in connection therewith.

10. Limitation of Liabilities.
PARTNERIZE WILL NOT BE LIABLE (WHETHER IN CONTRACT, WARRANTY, TORT(INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), PRODUCT LIABILITY OR OTHER
THEORY), TO YOU OR ANY OTHER PERSON OR ENTITY FOR COST OF COVER, LOSTPROFITS, LOSS OF BUSINESS, DATA OR REPUTATION OR FOR ANY INDIRECT,INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGESARISING OUT OF THIS AGREEMENT.
PARTNERIZE'S AGGREGATE LIABILITY ARISING UNDER OR WITH RESPECT TO THISAGREEMENT WILL IN NO EVENT EXCEED FIFTY PERCENT (50%) OF THE TOTAL FEESPAID OR ACCRUED BY YOU TO PARTNERIZE DURING THE THREE (3) MONTHS PRIOR TO
THE EVENT GIVING RISE TO SUCH LIABILITY.
THE SITE AND THE SERVICE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS
AND ALL WARRANTIES, EXPRESS AND IMPLIED, ARE DISCLAIMED (INCLUDING,WITHOUT LIMITATION, THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY,
NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND/OR FITNESS FOR A
PARTICULAR PURPOSE). THE SITE AND THE SERVICE MAY CONTAIN BUGS, ERRORS,PROBLEMS OR OTHER LIMITATIONS. PARTNERIZE HAS NO LIABILITY, WHATSOEVER, TO
PUBLISHER OR ANY THIRD PARTY, FOR PUBLISHER'S USE OF, OR INABILITY TO USE,
THE SITE OR THE SERVICE AND PARTNERIZE DISCLAIMS ANY AND ALL WARRANTIES,EXPRESS AND IMPLIED, THAT PUBLISHER'S USE OF SAME WILL BE UNINTERRUPTEDOR ERROR-FREE OR THAT ANY OF THE ADVERTISER PROGRAMS WILL BE AVAILABLE
TO PUBLISHER. PARTNERIZE SHALL NOT BE RESPONSIBLE FOR THE FAILURE OR
OTHER ACTS OR OMISSIONS OF ANY ADVERTISER.

11. Indemnification.
a. Publisher shall indemnify, defend, subject to Section 11(b), and hold harmless, Partnerize andits respective parents, subsidiaries and affiliates, and each of their respective directors, officers,
employees, agents, successors and assigns against any third-party claim, suit, action, judgment,
allegations, or lawsuits ("Claims"), for any damages, fines, penalties, deficiencies, losses,
liabilities, obligations, costs and expenses (including without limitation reasonable attorneys'
fees, costs related to in-house counsel time, court costs and witness fees) (collectively "Losses")or any threatened Losses arising from or in connection with Publisher's breach of this Agreement
or intentional acts or omissions or for Claims of product liability.
b. Should any Claim give rise to Publisher's duty of indemnification under this Agreement,
Partnerize shall notify Publisher, and Partnerize shall have the right to assume control of the
defense of any such Claim; provided that Publisher shall reimburse Partnerize for all costs of the
defense. If Partnerize assumes the defense, Publisher shall participate in (at Publisher's own
expense), but not control, the defense of such Claim. Participation in the defense shall not waiveor reduce Publisher's obligations to indemnify or hold Partnerize harmless. If Publisher ispermitted to control the defense, Partnerize may participate in the defense. In no event shall
Publisher settle any Claim without the express written consent of Partnerize.

12. Severability, Waiver, Remedies Cumulative.
Any provisions of the Agreement which are determined to be invalid or unenforceable in any
jurisdiction shall be ineffective to the extent of such invalidity or unenforceability in suchjurisdiction, without rendering invalid or unenforceable the remaining provisions of thisAgreement or affecting the validity or enforceability of such provision in any other jurisdiction. A
Party's waiver of any term or condition of this Agreement shall not be deemed a continuing
waiver. The rights set forth in this Agreement are cumulative and in addition to those otherwise
provided by law and may be exercised concurrently or separately, and the exercise of any one
remedy shall not be deemed an election of such remedy to the exclusion of other remedies.

13. Assignment.
Neither Party shall assign or transfer this Agreement, in whole or in part, without the prior writtenconsent of the other Party, and any such assignment without consent shall be void, provided thateither Party may, upon prior written notice to the other party, assign or transfer this Agreement, in
its entirety only, to an affiliate capable of performing its obligations hereunder or to an entity
acquiring all or substantially all of the operating assets of the assigning Party.

14. Jurisdiction and Venue.
The Agreement shall be construed, governed and enforced under and in accordance with thelaws of England and Wales. Any and all disputes or controversies whether of law or fact of any
nature whatsoever arising from or with respect to this Agreement shall be decided in the courts of
London, England.

15. Force Majeure.
Partnerize shall not be liable to Publisher by reason of failure or delay in the performance of its
obligations hereunder on account of telecommunications, Internet or network failure orinterruption, results of computer hacking, Acts of God, fires, storms, war, governmental action,
labor conditions, earthquakes, natural disasters or any other cause which is beyond thereasonable control of Partnerize.

16. Relationship.
In making and performing this Agreement, the Parties are acting and shall act as independent
contractors, and neither party is, nor will be deemed to be, an agent, legal representative, joint
venturer or partner of the other party for any purpose.

17. Entire Agreement; Headings.
This Agreement constitutes the entire agreement between the Parties with respect to the subject
matter hereof and supersedes all prior or contemporaneous, negotiations, representations,agreements or understandings with respect thereto, whether written or oral (including prior terms
between Publisher and Pepperjam, a subsidiary of Partnerize). Captions and headings containedin this Agreement have been included for ease of reference and convenience and shall not be
considered in interpreting or construing this Agreement.

18. Survival.
Notwithstanding any legal presumption to the contrary, any provisions that by their terms areintended to survive termination, shall survive termination or expiration of this Agreement.
This agreement was last updated on May 7th 2024.