PAYKICKSTART AFFILIATE AGREEMENT

PAYKICKSTART, LLC, AN INDIANA LIMITED LIABILITY COMPANY (“PAYKICKSTART”), IS WILLING TO PROVIDE RIGHTS TO PARTICIPATE IN THE PAYKICKSTART AFFILIATE PLATFORM ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS AGREEMENT. PLEASE READ THE TERMS CAREFULLY. BY CLICKING ON “I ACCEPT” OR BY ACCESSING OR USING THE AFFILIATE PLATFORM, YOU AGREE TO BE BOUND BY THIS AGREEMENT.

ALL REFERENCES TO “WE”, “US”, “OUR”, OR “THIS WEBSITE” SHALL MEAN PAYKICKSTART AND THIS WEBSITE, PAYKICKSTART.COM. IF YOU ARE NOT ACTING ON BEHALF OF YOURSELF AS AN INDIVIDUAL, THEN “YOU” MEANS YOUR COMPANY OR ORGANIZATION. YOUR ACCEPTANCE REPRESENTS THAT YOU HAVE THE AUTHORITY TO BIND YOUR ENTITY TO THESE TERMS, IN WHICH CASE “YOU” OR “YOUR” SHALL REFER TO YOUR ENTITY. IF YOU DO NOT AGREE WITH THESE TERMS, OR IF YOU DO NOT HAVE THE AUTHORITY TO BIND YOUR ENTITY, THEN WE ARE UNWILLING TO AUTHORIZE YOUR PARTICIPATION IN THE PAYKICKSTART AFFILIATE PLATFORM.

Effective Date: [December 10th, 2025]

1. Definitions

1.1 “Affiliate” means an individual person or entity that is registered and authorized to participate in the PayKickstart Affiliate Platform in accordance with the terms of this Agreement for purposes of promoting the Products (defined below) of Vendors for commissions based on sales procured for the Vendor.

1.2 “Affiliate Platform” or “Platform” means the online service at PayKickstart.com (and any related subdomains or applications) that permits Vendors to authorize Affiliates to promote their products and services for commissions based on sales procured for the Vendor, subject to the terms and conditions of this Agreement.

1.3 “Affiliate Wallet” or “Wallet” means the electronic ledger and payout management system made available by PayKickstart for Affiliates, through which commissions and other amounts payable to Affiliates can be credited, held, reserved, offset, and paid out, subject to this Agreement and the Terms of Use.

1.4 “Affiliate Trust Score” / “Affiliate Rating” means any score, rating, level, status, badge, or other performance or risk indicator that PayKickstart may assign to an Affiliate, based on criteria determined by PayKickstart in its sole discretion (including but not limited to refund rates, chargeback history, dispute rates, volume, account age, profile completeness, Vendor feedback, and compliance history).

1.5 “Order Form” means the form, campaign settings, or configuration within the Platform specifying a Vendor’s requirements for authorizing an Affiliate to promote the Vendor’s Products, including commission rates, payout schedules, refund terms, and other Vendor-specific conditions.

1.6 “Products” means the products and/or services offered by a Vendor for promotion through the Affiliate Platform.

1.7 “Vendor” means an individual person or entity that is registered and authorized to participate in the PayKickstart Affiliate Platform for purposes of (i) approving specified Affiliates to promote their Products; (ii) determining commission amounts and structures; (iii) determining the schedule and time to pay commissions (subject to this Agreement and any Wallet rules); and (iv) paying commissions to approved Affiliates based on sales procured by such Affiliates.

1.8 “Payout Method” means any supported method for transferring funds from the Wallet to an Affiliate (e.g., bank transfer, card, third-party payout provider), as made available by PayKickstart from time to time.

2. Conditions for Participation in the Affiliate Platform

Your acceptance of this Agreement means that you have agreed to the terms and conditions for participating in the Affiliate Platform; however, your participation is subject to the approval of PayKickstart and of individual Vendors.

2.1 PayKickstart Approval.
The Affiliate Platform is a private network. We reserve the absolute right, in our sole discretion, to approve, decline, suspend, or terminate your registration as an Affiliate at any time, with or without cause, with or without notice. We may also restrict your access to certain Vendors, Products, features, Wallet capabilities, or payout methods at any time.

2.2 Vendor Approval.
You may promote Products only for Vendors that approve your request to promote their Products. Vendors have the unqualified right to reject any Affiliate for any reason. We do not represent or warrant that you will be entitled to promote for, or be approved by, any Vendor.

3. Agreement; Incorporated Terms

This legal Agreement between you and PayKickstart consists of:

• This Affiliate Agreement; plus
• Our Terms of Use; and
• Our Privacy Policy

(each as may be updated from time to time, and collectively, the “PayKickstart Terms”), which are incorporated herein and accessible on this site’s home page.

Your participation in the Affiliate Platform will be governed by this Agreement, the PayKickstart Terms, and the terms and conditions of applicable Order Forms and Vendor-specific requirements.

4. Modification of Agreement

We reserve the right to modify this Agreement at any time by:

• Posting an amended Agreement on this page; and/or
• Providing notice via email or in-app notification.

You should check this Agreement periodically for modifications, including any “Material Modifications” section at the bottom of this page.

IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT AND CEASE PARTICIPATION IN THE AFFILIATE PLATFORM. YOUR CONTINUED USE OF THE PLATFORM OR PARTICIPATION IN THE AFFILIATE PROGRAM AFTER WE POST OR OTHERWISE NOTIFY YOU OF A MODIFIED AGREEMENT CONSTITUTES YOUR BINDING ACCEPTANCE OF THE MODIFICATION.

5. Eligibility and Registration

5.1 Age and Capacity.
Participation in the Platform is not permitted for minors. You must be at least 18 years of age (or the age of majority in your jurisdiction, if higher) and have the capacity to enter into binding contracts.

5.2 Registration Data.
Registration is required to participate in the Affiliate Platform. You agree to:

• Provide current, complete, and accurate information as prompted by our registration forms (“Registration Data”); and
• Maintain and update your Registration Data as required to keep it current, complete, and accurate.

You represent and warrant that your Registration Data is accurate and that you are authorized to provide it. You authorize us to verify your Registration Data at any time, including through third-party providers.

5.3 Consequences of Inaccurate Data.
If any Registration Data you provide is untrue, inaccurate, not current, or incomplete, we retain the right, in our sole discretion, to suspend or terminate your participation in the Affiliate Platform without compensation.

5.4 License to Use Registration Data.
Solely to enable us to use the information you supply us internally and for Platform operation, you grant us a nonexclusive license to:

• Convert such information into digital format; and
• Combine the information with other content provided by us, in any medium now known or hereafter devised, for legitimate business purposes, subject to our Privacy Policy.

5.5 Account Security.
You are responsible for maintaining the confidentiality of your account credentials and for all activities occurring under your account. You agree to notify us immediately of any unauthorized use of your account or other security breach.

6. Non-Exclusive Appointment of Affiliate and Restrictions

6.1 License Grant.
Subject to this Agreement, PayKickstart grants you a revocable, worldwide, non-exclusive, non-transferable, non-sublicensable, limited right and license:

• To participate as an Affiliate in the Affiliate Platform; and
• To post and host links, promotional materials, and tracking codes provided through the Platform, solely to promote Vendor Products in accordance with this Agreement and applicable Order Forms.
  

6.2 Tracking Technologies.
We use tracking methodologies (including, without limitation, cookies, pixels, web beacons, tags, and other technologies) for tracking usage data and conversions. You are not authorized to alter, modify, obscure, disable, circumvent, or interfere with any of these tracking methodologies.

6.3 Intellectual Property Ownership.
You do not obtain any ownership rights in any intellectual property that is part of the Affiliate Platform or otherwise provided by us, including, without limitation:

• Any technology, software, website, interface, or code;
• Tracking URLs, link formats, technical specifications, guidelines, or graphical artwork; or
• Our domain names, trade names, trademarks, trade dress, logos, or other indicia of origin.

All such rights are owned by PayKickstart and/or its licensors and are protected by applicable intellectual property laws. Your use rights are only as expressly authorized by this Agreement or by our written consent.

6.4 Trademark and Brand Usage.
No license is granted herein for use of our trade name or trademarks (registered or unregistered), including any logos, page headers, icons, or brand assets, except:

• You may use banners, badges, logos, or text links we explicitly provide to you inside the Platform,
• Only in the exact form we provide,
• Only for purposes of identifying PayKickstart as the Platform provider.

You shall not:

• Modify the color, proportions, or design of our marks;
• Combine our marks with your own logo in a way that implies we endorse or sponsor you; or
• Use our marks in any domain name, search keyword, or handle.

All other trademarks appearing on the Platform are the property of their respective owners. No rights are granted by implication, estoppel, or otherwise.

6.5 Independent Contractor Status.
This Agreement does not establish you as PayKickstart’s agent or representative for any purpose. You are not authorized to:

• Accept orders in our name;
• Enter into contracts on our behalf; or
• Create any obligations binding upon PayKickstart.

The relationship between PayKickstart and you is that of independent contractors and not that of employer–employee, franchisor–franchisee, joint venturers, or partners.

6.6 No Entry Fee.
No payment of any fee or equivalent charge is required by PayKickstart as a condition to enter into this Agreement.

6.7 Inactive Accounts.
We have the right, in our sole discretion, to terminate your account if it has been inactive for at least six (6) consecutive months (no logins and no transactions). We may also close or archive Wallets associated with inactive accounts, subject to any applicable forfeiture rules below.

6.8 At-Will Participation.
Participation in the Affiliate Platform is at-will. We reserve the right to terminate this Agreement or your participation as an affiliate at any time, for any reason or no reason, with or without notice.

7. Commissions, Wallet, and Payment Terms

7.1 Commissions Generally.
For each completed sale of a Vendor’s Product attributed to you via tracking on the Affiliate Platform, you may be eligible to earn a commission in an amount and structure determined solely by the Vendor and displayed in the applicable Order Form, campaign settings, or product listing.

7.2 Vendor Responsibility for Commission Rules.
The existence, amount, structure, and timing of commissions—including but not limited to instant payouts, delayed payouts, launch bonuses, performance bonuses, tiers, or other incentives—are determined solely by the Vendor. PayKickstart does not guarantee any particular commission structure or prompt payment by Vendors.

7.3 Refunds and Reversals.
Refunds will be made in accordance with:

• The Vendor’s refund policy specified in the applicable Order Form or product terms; and/or
• Any Platform-wide rules for specific plan types (including “Launch Plans” or other special pricing structures).

When a refund, reversal, chargeback, or dispute is granted on a transaction, any associated commissions, fees, or incentives attributable to that transaction may be automatically reversed, debited, or held from your Wallet, regardless of whether such funds have already been paid out.

7.4 Launch Plans and Revenue-Share Plans – Non-Refundable Commissions.
You acknowledge and agree that for certain plan types—including, without limitation, any Launch Plans or special revenue-share plans where Vendors pay a flat or percentage-based fee on revenue—commissions, bonuses, and related payments may be explicitly non-refundable to you, even if the underlying Vendor fees are non-refundable to the Vendor. Vendors may still reverse commissions when end-customer refunds or chargebacks occur.

7.5 Tracking and Attribution.
We will undertake commercially reasonable efforts to track purchases of Products you promote for purposes of accounting for commissions. You acknowledge that:

• Tracking is not infallible;
• Conversions may be lost due to cookie deletion, ad blockers, device changes, technical issues, or other causes; and
• Our tracking and reporting in the Platform will be the sole and final system of record for commission eligibility and calculation.

7.6 Commission Disputes.
In the event of a dispute between Affiliates regarding credit for a completed sale, we reserve the right, in our sole discretion, either alone or in concert with the applicable Vendor, to determine which Affiliate is credited, if any. All such decisions are final.

7.7 Vendor Responsibility for Paying Commissions.
Commissions owed to Affiliates are the sole responsibility of the Vendor, except where PayKickstart expressly agrees in writing to assume payout obligations (such as via specific Wallet or managed payout programs). PayKickstart is not responsible for:

• Paying Vendor commissions to Affiliates;
• Mediating disputes regarding owed commissions; or
• Initiating or enforcing payments owed to Affiliates by Vendors.

By agreeing to these terms, you understand and agree that any disputes between Vendors and Affiliates regarding commissions must be handled between the Vendor and Affiliate. We may, but are not obligated to, assist in resolving any dispute.

7.8 Wallet Credits and Holds.
Where PayKickstart facilitates commissions through the Wallet:

• Commissions may be credited to your Wallet as a pending or provisional balance;
• Funds may be subject to temporary holds, rolling reserves, or delays (e.g., for fraud prevention, chargeback risk, verification, or Vendor billing validation); and
• You may only withdraw or request payout of balances that are shown as “available” according to Platform rules.

7.9 Verification, KYC, and Tax Information.
We may require you to:

• Complete identity verification (KYC), address verification, and/or business verification;
• Provide tax forms (e.g., W-9, W-8BEN, or other required forms); and
• Connect and maintain one or more Payout Methods supported by PayKickstart.

We may place holds, reserves, or payout restrictions on your Wallet until these requirements are satisfied to our satisfaction.

7.10 Reserves and Risk Management.
We may, in our sole discretion, impose rolling reserves, minimum balances, payout thresholds, or other risk-based measures on your Wallet, based on factors including but not limited to:

• Refund and chargeback history;
• Dispute rates;
• Sales volume and growth;
• Type of Products promoted;
• Affiliate Trust Score or rating;
• Compliance or policy history.

We may offset refunds, chargebacks, fees, fines, or penalties against your Wallet balance, whether or not such amounts relate to current or past transactions.

7.11 Negative Balances.
If your Wallet balance becomes negative (for example, due to chargebacks, refunds, clawbacks, or adjustments):

• You agree that we may offset future commissions or other amounts owed to you until the negative balance is fully resolved;
• We may require you to provide a valid payment method or make direct payment to PayKickstart to cure the deficit; and
• If you fail to resolve a negative balance within a reasonable time, we may suspend or terminate your account and pursue lawful collection efforts. You will be responsible for any costs of collection, including reasonable attorneys’ fees.

7.12 Unclaimed or Dormant Funds; Forfeiture.
To the maximum extent permitted by applicable law:

• Any Wallet balance that remains unclaimed or not withdrawn by you for a period of two (2) years from the date it first became payable may be deemed forfeited; and
• We may close your Wallet and retain or dispose of such funds as permitted by law (including any applicable unclaimed property requirements).
  

7.13 No Interest; Not a Bank Account.
The Wallet is an internal ledger and facilitation mechanism. It is not a bank account, deposit account, or trust account, and does not accrue interest in your favor. PayKickstart is not a bank, trustee, or fiduciary with respect to your Wallet balances.

8. Your Promotions and Restrictions

8.1 Authorized Promotions.
You are authorized to promote Products for Vendors that have expressly approved your participation on their behalf. You may place links, banner ads, and other promotional materials provided or approved by the Vendor within the media channels the Vendor authorizes, subject to this Agreement and the applicable Order Form.

8.2 Prohibited Traffic and Methods.
You are not authorized to promote Products or generate traffic using:

• Toolbars, browser extensions, or plug-ins that inject ads or overwrite Vendor or PayKickstart tracking;
• Adware, spyware, malware, or any unwanted software;
• Pop-ups, pop-unders, auto-redirects, or forced clicks;
• Traffic from “hit farms,” traffic exchanges, bots, or any non-human or automated traffic;
• Framing or iframing Vendor sites in a way that obscures the original URL or misleads end users;
• Cookie stuffing, link hijacking, or similar practices.

8.3 Prohibited Content.
You may not promote Products using any website or content that:

• Contains X-rated or sexually explicit materials;
• Promotes violence, self-harm, or threats;
• Promotes discrimination or hate based on race, religion, nationality, disability, sexual orientation, gender, or age;
• Promotes illegal activity (including hacking, piracy, or fraud);
• Violates intellectual property rights;
• Promotes pyramid schemes or deceptive business opportunities; or
• Otherwise violates applicable law or the standards of the Platform, as determined by PayKickstart in its sole discretion.
  

8.4 Email, SMS, and Telemarketing Compliance (SPAM).
SPAM, or unsolicited commercial email or messaging, is strictly prohibited.

You agree to comply with:

• The CAN-SPAM Act;
• The Telephone Consumer Protection Act (TCPA);
• Any applicable state anti-spam and telemarketing laws; and
• All Do-Not-Call rules, carrier rules, and messaging policies.

We may immediately terminate your account and withhold commissions if we determine, in our sole discretion, that you engaged in SPAM or unlawful messaging, whether in connection with the Platform or otherwise. You agree to indemnify us against any claims arising out of your email, SMS, or telemarketing practices.

8.5 Due Diligence and Claims.
You are solely responsible for performing your own due diligence on any Products you promote. We do not evaluate Products. You agree not to make:

• False, unsubstantiated, or misleading claims; or
• Earnings claims or testimonials that violate FTC guidance or other consumer protection laws.

8.6 No Representation of PayKickstart.
Your promotions must not suggest that you are:

• An employee, partner, or legal representative of PayKickstart; or
• Endorsed, certified, or sponsored by PayKickstart (unless we explicitly grant such status in writing).

8.7 Search Engine and Keyword Restrictions.
You are authorized to use search engine optimization and online advertising in your marketing efforts; however, you may not purchase or register any keywords, search terms, or other identifiers that include any principal words in our or any Vendor’s trade name, domain name, or any trademarks or logos, or any variation thereof (“Proprietary Terms”) for use in search engines, portals, or pay-per-click services.

We may request that you exclude Proprietary Terms from keywords used to display your ads. If you fail to comply promptly, we may terminate your participation in the Platform.

8.8 Legal Compliance and Content Responsibility.
You are solely responsible for the content of your promotions and your promotional efforts. You agree not to engage in:

• Infringement of intellectual property rights;
• Defamation or invasion of privacy;
• Deceptive, unfair, or abusive acts or practices.

We do not provide legal advice. You are strongly encouraged to obtain your own counsel for compliance.

8.9 Non-Circumvention; No Direct Solicitation of Vendors.
You agree that you will not:

• Intentionally solicit any Vendor you discover through the Platform for direct affiliate or referral arrangements outside of the Platform for the same or substantially similar Products;
• Use agencies, brokers, or intermediaries to circumvent the Platform; or
• Take actions designed to bypass PayKickstart’s role in tracking and processing commissions.

We may seek injunctive relief and other remedies for violations of this non-circumvention clause.

8.10 Costs and Expenses.
You are solely responsible for your own costs and expenses associated with your promotions, including advertising, creative production, and website operations, regardless of whether your efforts result in any sales.

8.11 Prohibited Incentivized Models (Unless Explicitly Allowed).
Unless a Vendor expressly approves in writing, you may not use:

• Points, reward, or cash-back systems that incentivize clicks or purchases;
• Paid-to-click (PTC) or paid-to-read models;
• Misleading “free gift” or “no purchase necessary” claims tied to affiliate links.
  

9. Our Monitoring Rights; No Right to Control

9.1 Monitoring.

 You acknowledge that we may monitor:

• Your websites and promotional channels;
• Your use of links and tracking; and
• Your marketing methods, procedures, and communications.

We may require you to add a PayKickstart email address to your distribution lists for compliance monitoring. We may require you to modify or cease any marketing methods we deem non-compliant or risky.

9.2 No Right to Control.
PayKickstart’s right to monitor does not grant us the right to control your business operations. Vendors and Affiliates are independent parties, not agents of PayKickstart. Nothing herein creates an employment, partnership, or joint venture relationship.

10. FTC Regulations, Disclosures, and Advertising Claims

10.1 Endorsements and Disclosures.
The FTC classifies you as an “endorser” when you promote Products. You agree to:

• Clearly and conspicuously disclose your material connection (that you are compensated as an Affiliate) in your promotions; and
• Follow FTC guidance, including “Guides Concerning the Use of Endorsements and Testimonials in Advertising” and “.com Disclosures”.

10.2 Truth in Advertising.
You must substantiate your advertising claims prior to dissemination and ensure they are not false or misleading.

10.3 Compliance with Guidelines.
You agree to comply with any guidelines we or Vendors provide regarding FTC and regulatory compliance.

11. Consent to Release of Information

You agree that we may provide information about you and your relationship with us:

• To any governmental or regulatory agency investigating your marketing methods or communications; and
• To any private person or organization that we reasonably believe may have a good-faith claim arising from your promotions or conduct.

12. Defamation; Communications Decency Act Notice

This site is a provider of “interactive computer services” under the Communications Decency Act, 47 U.S.C. § 230. As such, our liability for defamation and other claims arising out of third-party postings is limited. We are not responsible for content posted by third parties and assume no obligation to monitor or verify such content.

13. Digital Millennium Copyright Act (DMCA) Notice

If you believe content on or through the Platform infringes your copyright, you may send a DMCA notice to:

DMCA Agent
PayKickstart, LLC
PO Box 555
Wake Forest, NC 27588
Email: legal@paykickstart.com

Your notice must include:

1. A physical or electronic signature of the copyright owner or authorized agent;
2. Identification of the copyrighted work claimed to be infringed;
3. Identification of the material that is claimed to be infringing and information reasonably sufficient to locate it;
4. Your contact information;
5. A statement that you have a good-faith belief that use of the material is not authorized; and
6. A statement that the information is accurate and, under penalty of perjury, that you are authorized to act.

We may remove or disable access to allegedly infringing material and may terminate repeat infringers.

If your content was removed and you believe it was a mistake or misidentification, you may send a counter-notification with the information required under 17 U.S.C. § 512(g), including your consent to jurisdiction in the appropriate U.S. federal court.

14. Indemnity

13.1 You agree to indemnify, defend, and hold harmless PayKickstart, its affiliates, and their respective directors, officers, employees, and agents from and against any and all claims, demands, suits, losses, damages, costs, fees, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your negligence or willful misconduct;
• Your breach of this Agreement or any representation or warranty;
• Your violation of any law or regulation; or
• Your promotions, content, or use of the Affiliate Platform.

13.2 We may elect to assume exclusive defense and control of any matter subject to indemnification at your expense. No settlement may be made without our written consent.

13.3 We may offset any amounts owed to us under this section from any commissions or Wallet balances otherwise payable to you.

13.4 Vendors are intended third-party beneficiaries of your indemnification obligations under this section.

15. Affiliate Ratings; Trust Score; Marketplace Visibility

15.1 Ratings and Scoring.
You acknowledge and agree that PayKickstart may:

• Evaluate your performance and risk using metrics we determine (e.g., refunds, chargebacks, disputes, account age, volume, compliance history, Vendor ratings, profile completeness);
• Assign to you an Affiliate Trust Score, rating, level, or status; and
• Display or use such ratings internally and/or to Vendors (e.g., for Marketplace visibility, approval decisions, or payout timing).

15.2 No Guarantee or Warranty.
Our ratings do not constitute:

• An endorsement, guarantee, or recommendation; or
• A promise of results, earnings, or safety.

We disclaim any responsibility for Vendor or Affiliate decisions based on these ratings.

15.3 Right to Modify.
We may change our rating methodologies, thresholds, displays, or factors at any time, with or without notice.

16. Warranty Disclaimer by PayKickstart

PAYKICKSTART PROVIDES THE AFFILIATE PLATFORM, WALLET, AND RELATED SERVICES “AS IS” AND “AS AVAILABLE.” WE AND OUR SUPPLIERS MAKE NO WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SYSTEM INTEGRATION, OR DATA ACCURACY;
• UNINTERRUPTED OR ERROR-FREE OPERATION; OR
• ABSENCE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

WE DO NOT WARRANT THAT YOU WILL EARN ANY MONEY OR AVOID LOSSES BY PARTICIPATING IN THE AFFILIATE PLATFORM. THIS DISCLAIMER IS AN ESSENTIAL PART OF THIS AGREEMENT.

17. Disclaimer of Incidental and Consequential Damages

EXCEPT FOR INDEMNITY OBLIGATIONS, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOST PROFITS OR LOST DATA), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

18. Liability Cap

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF PAYKICKSTART AND THIS SITE, WHETHER ARISING IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE LESSER OF:

1. THE TOTAL AMOUNT OF COMMISSIONS PAID OR PAYABLE TO YOU BY PAYKICKSTART (IF ANY) DURING THE SIX (6) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR
   
2. ONE THOUSAND DOLLARS (US $1,000).

19. Injunctive Relief

Your violation of this Agreement may cause irreparable harm for which money damages are inadequate. We will be entitled to seek injunctive or other equitable relief without the requirement of posting bond or proving the inadequacy of monetary damages.

20. Confidential Information

“Confidential Information” means non-public information disclosed by one party (“Owner”) to the other (“Recipient”) relating to products, pricing, marketing plans, conversion data, and other sensitive business information. Recipient agrees to:

• Use Confidential Information only for purposes of performing under this Agreement; and
• Not disclose it to third parties except as permitted hereunder or required by law.
  

Confidential Information does not include information that is already public, lawfully received from a third party, independently developed without reference, or previously known.

21. Disclosure of Personal Information

You agree to treat any personal information disclosed to you regarding a referred transaction or Vendor relationship in strict confidence and to use such information solely for monitoring and servicing that specific transaction in compliance with applicable data protection laws.

22. Email and Telephone/Text Messages

You consent to our sending you periodic emails, in-app notifications, and pre-recorded phone or text messages regarding the Affiliate Platform and site operations, as permitted by law. You may opt out of non-transactional communications where legally required options are provided.

23. Term and Termination

23.1 Term.
This Agreement begins when you accept it and continues until terminated by either party.

23.2 Termination for Convenience.
Either you or we may terminate this Agreement at any time, with or without cause, by giving notice to the other. Upon termination:

• You must immediately cease using Platform links, banners, and our marks; and
• You are eligible to earn commissions only on sales completed prior to the effective termination date that are not later refunded or reversed.

We may withhold final payments for a reasonable period to ensure accuracy and account for refunds, chargebacks, or disputes.

23.3 Termination for Cause.

 If we determine you violated material terms (including compliance, fraud, or SPAM provisions), we may:

• Terminate this Agreement immediately;
• Suspend or close your Wallet; and
• Cause you to forfeit some or all accrued but unpaid commissions, in our sole discretion, consistent with applicable law.

24. Notices

We may give notice to you by:

• Posting a notice within your account;
• Emailing your address on record; or
• Mailing to your address in your Registration Data.

You may give notice to us at:

PayKickstart, LLC
PO Box 555
Wake Forest, NC 27588
Attn: President of the Company

Notices are deemed received as described in the Terms of Use.

25. Force Majeure

We shall not be liable for any delay or failure of performance due to causes beyond our reasonable control, including acts of God, civil or military authority, fires, riots, wars, embargoes, Internet disruptions, or communications failures.

26. Arbitration

Except for actions to protect intellectual property rights and to enforce an arbitrator’s decision, all disputes arising out of or relating to this Agreement shall be submitted to and resolved by binding arbitration under the rules of the American Arbitration Association (“AAA”) then in effect.

• The arbitration shall take place in Carmel, Indiana, and may be conducted by telephone or online.
  The arbitrator shall apply the laws of the State of Indiana, USA.
• The controversy shall be arbitrated on an individual basis and not as part of a class.
• The arbitrator’s decision shall be final and may be entered in any court of competent jurisdiction.

27. Jurisdiction and Venue; Applicable Law

For claims not subject to arbitration, the courts of Hamilton County, Indiana and the U.S. District Court for the Northern District of Indiana shall be the exclusive jurisdiction and venue. The laws of the State of Indiana, excluding conflict-of-law rules, apply.

28. Continuing Obligations

The following survive termination:

• Warranty disclaimers;
• Limitations of liability;
• Indemnities;
• Ownership and confidentiality provisions;
• Payment of any outstanding amounts; and
• Any other terms that by their nature should survive.

29. Miscellaneous

This Agreement constitutes the entire understanding between the parties with respect to its subject matter and supersedes all prior agreements. If any provision is declared invalid, it shall be modified to the minimum extent necessary to be enforceable, and the remainder shall continue in full force. Failure to enforce any provision shall not be a waiver of any right to enforce it later.