PLEASE READ THIS AFFILIATE PARTNERSHIP AGREEMENT CAREFULLY.

This Affiliate Partnership Agreement (the “Agreement”) is a contract between you (the “Affiliate”) and

Writehand Limited (“we”, “us”, “our”, and “Company”) and applies to your participation in our Affiliate

Program.

WRITEHAND LIMITED (hereinafter referred to as “us”, “we” or the “Company”), is a registered New

Zealand company with address for service at 1E/3 Dakota Buildings, Cheshire Street, Parnell, Auckland

1052, and New Zealand Business Identification Number 9429042033851. You may contact us by filling

out our contact form or sending an email to support@writehand.ai.

1. Definitions

“Writehand Affiliate” means a company owned, operated or controlled by Us.

“Affiliate Lead” means a customer prospect who (i) has no pre-existing business relationship with

Company and (ii) clicks on the Affiliate Link that we have made available to you via the Affiliate Portal.

“Affiliate Link” means the unique tracking link you place on your site or promote through other

channels.

“Affiliate Policies” means the policies applicable to affiliates which we may provide to you from time to

time.

“Affiliate Tool” means Partnero or other similar tool that we make available to you upon your

acceptance into the Affiliate Program and for you to use in order to participate in the Affiliate Program.

“Commission” means an amount equal to thirty percent (30%) of the subscription price of the

Commissionable Plan purchased by a Customer.

“Commissionable Plan” means a subscription plan to which the affiliate program applies,which shall be

the Pro Monthly and Annual Plan and the Agency Monthly and Annual Plans. Please be advised that this

may be subject to change.

“Customer” means the authorized actual user of the Subscription Services provided by Company who

has purchased or signed up for a Commissionable Plan after being an Affiliate Lead.

“Customer Transactions” means those transactions by Affiliate Leads that are eligible for Commission

pursuant to the ‘Customer Transactions’ section of this Agreement. Customer Transactions may include

Customer purchases or Customer signups, as further described in the Partnero affiliate tool.

“Customer Data” means all information that Customer submits or collects via the Subscription Services

and all materials that Customer provides or posts, uploads, inputs or submits for public display through

the Subscription Services.

“Writehand Content” means all information, data, text, messages, software, sound, music, video,

photographs, graphics, images, and tags that we incorporate into our Subscription Services.

“Writehand Services” means the Subscription Service.

“Program Policies Page” means the Policies located at www.writehand.ai/affiliate-agreement where we

will provide all the up-to-date guidelines and policies for the Affiliate Program, including those listed in

Appendix A of this Agreement.

“Other Products” means those products and services that we offer, if any, which are not included in the

Subscription Service (as detailed below); and, for the purposes of this Agreement, Other Products may

include any implementation, customization, training, consulting, additional support or other

professional services, or fees for third-party products or services.

“Subscription Service” means our web-based software that is subscribed to, and developed, operated,

and maintained by us, accessible via www.writehand.ai or another designated URL, and add-on

products to our software. For the purposes of this Agreement, the Subscription Service does not include

any implementation, customization, training, consulting, additional support or other professional

services, or fees for third-party products or services.

“You” and “Affiliate” means the party, other than Company, entering into this Agreement and

participating in the Affiliate Program.

2. Non-Exclusivity

This Agreement does not create an exclusive agreement between You and Us. Both You and We will

have the right to recommend similar products and services of third parties and to work with other

parties in connection with the design, sale, installation, implementation and use of similar services and

products of third parties.

3. Affiliate Acceptance

Once you complete an application to become an Affiliate, we will review your application and notify you whether you have been accepted to participate in the Affiliate Program, or not. Before we accept an application, we may want to review your application with you, so we may reach out to you for more information. We may require that you complete certain requirements or certification(s) before we accept your application. If we do not notify you that you are accepted to participate in the Affiliate Program within forty-five (45) days from your application, your application is considered to be rejected by Us.

If you are accepted to participate in the Affiliate Program, then upon notification of acceptance, the

terms and conditions of this Agreement shall apply in full force and effect, until terminated, pursuant to the terms set forth below. Failure to complete any enrollment criteria within twenty-one (21) days of your acceptance will result in the immediate termination of this Agreement.

You will comply with the terms and conditions of this Agreement at all times, including any applicable Program Policies listed on Appendix A.

4. Commission Eligibility Requirements

a. Affiliate Program Limits.

We will pay you Commission for each new Customer upon commencement of their Subscription and on

a monthly recurring basis thereafter for twenty-four (24) months provided they maintain their

Subscription with Us. You will continue to receive commission so long as the Customer remains a

Customer subscribed to a Commissionable Plan and provided that you remain eligible to receive

Commission pursuant to the terms of this Agreement. The start of the Customer’s subscription is

determined by the date of the first purchase or sign up (as applicable) of the Subscription Service by the

Customer and you will receive a Commission payment for that Customer Transaction only, regardless of

any additional purchases made by that Customer during their relationship with Us.

Your Commission will be paid on the same schedule the Customer pays. For example, if the Customer

pays monthly, you’ll be paid the Commission monthly. If they pay annually, you will be paid annually. If

at all possible with the Customer’s Commissionable Plan, if the Customer upgrades or downgrades, your

commission will match the new payment accordingly.

b. Eligibility. To be eligible for Commission

1. an Affiliate Lead must be accepted and valid in accordance with the ‘Acceptance and Validity’ section,

2. A Customer Transaction must have occurred, and

3. Customer must remain a customer for at least 30 days on a monthly plan and 60 days on an annual

plan

c. Exclusion from Eligibility for Commission

You are not eligible to receive Commission or any other compensation from us based on transactions for

Other Products or if:

(i)) such compensation is disallowed or limited by federal, state or local law or regulation in the United

States or the laws or regulations of your jurisdiction;

(ii) the applicable Customer reasonably objects to or prohibits such compensation or excludes such

compensation from its payments to us;

(iii) the Customer has paid or will pay such commissions, referral fees, or other compensation directly to

you, or

(iv) the Commission payment has been obtained by fraudulent means, misuse of the Affiliate Link, in

violation of any Affiliate Program Policies that we make available to you, misuse of the Affiliate Tool

(Partnero) or by any other means that we deem to breach the spirit of the Affiliate Program.

d. Compensation and Affiliate Competition

In competitive situations with other affiliates, we may elect to provide the Commission to the affiliate

that we deem to be the most eligible for Commission, at our discretion. In most circumstances, if a

potential customer has multiple affiliate cookies (“Cookies”), the most recently-acquired Cookie will

determine which affiliate is credited with the Customer Transaction. We may discontinue Commission

payments should any of the eligibility criteria set forth in this subsection fail to be met at any time.

e. Cookie Duration.

The cookie duration for the purposes of this Affiliate Program will be 60 days. This means if an Affiliate

Lead clicks your Affiliate Link and becomes a Customer within 60 days, you will receive a Commission for

referring them, provided all requirements for commission payment being made to you, including those

in this Agreement, have been met.

f. Discount.

We may, in our sole discretion, allow the use of discounting by You for the purpose of affiliate lead

generation. Should discounting be offered it will be facilitated through the use of a discount coupon

system that You will be able to offer to Affiliate Leads to incentivize them to become Customers.

g. Acceptance and Validity.

You will only be eligible for a Commission payment for any Customer Transactions that derived from

Affiliate Leads generated by the Affiliate Link that we make available to You and that are accepted by Us.

An Affiliate Lead will be considered valid and accepted if, in our reasonable determination:

(i) it is a new potential customer of ours, and

(ii) is not, at the time of submission or within forty-five (45) days prior, one of our pre-existing

customers, or involved in our active sales process.

Notwithstanding the foregoing, we may choose not to accept an Affiliate Lead in our reasonable

discretion. If an Affiliate Lead does not purchase the Subscription Service within Sixty (60) days of their

first click on the Affiliate Link, you will not be eligible for a Commission payment, even if the Affiliate

Lead decides to purchase after the time period has expired. An Affiliate Lead is not considered valid if its

first click on the Affiliate Link is after this Agreement has expired or terminated.

5. Commission and Payment

(a) Once you earn Commission payments of $20 (USD) in order to receive payment under this

Agreement, You must have:

(i) agreed to the terms of this Agreement;

(ii) completed all steps necessary to create your account in Partnero in accordance with our directions;

(iii) have a valid and up-to-date payment method in our payment provider Stripe; and

(iv) completed any and all required tax documentation in order for the Payment Processor (Stripe) to

process any payments that may be owed to You.

(b). Requirements for Payment; Forfeiture.

Notwithstanding the foregoing or anything to the contrary in this Agreement, if the Customer does not

remain in good standing with Us (to be determined in our sole discretion) for thirty (30) days

immediately following the close of a Customer Transaction, then your right to receive Commission

arising from any and all Customer Transactions with the associated Customer will be forever forfeited

(each, a “Forfeited Transaction”). We will have no obligation to pay You Commission associated with a

Forfeited Transaction.

Furthermore, if a Customer from which you’ve received a Commission later receives a refund or

chargeback, then the Commission will be recouped from any future Commissions you receive from other

Customers.

(c). Commission Payment. All Commissions are based on the amount of fees received by Company, less

sales taxes. We or Partnero will determine the currency in which We pay the Commission, as well as the

applicable conversion rate. We will not pay more than one Commission payment or other similar

referral fee on any given Customer Transaction (unless we choose to in our discretion). You must earn at

least $20 in Commission before you are eligible to receive payment under this Agreement. Commission

will be an amount equal to thirty percent (30%) of the subscription price of the Commissionable Plan

purchased by a Customer.

(d). Taxes and Fees. You are responsible for payment of all taxes and fees (including bank fees)

applicable to the Commission. All amounts payable by us to you are subject to offset by us against any

amounts owed by you to us. Some payment methods may incur processing fees that may be deducted

from your Commission payment.

(e). Commission Amounts. We reserve the right to alter or change the Commission amount at any time.

6. Affiliate Representations, Warranties, and Covenants

a. Representations and Warranties. You represent and warrant that:

-you have all sufficient rights and permissions to participate in the Affiliate Program and to provide

Company with Affiliate Leads for our use in sales and marketing efforts or as otherwise set forth in this

Agreement;

-the information you provided during the application process was and is truthful and accurate;

-your participation in this Affiliate Program will not conflict with any of your existing agreements or

arrangements; and

-you own or have sufficient rights to use and to grant to us our right to use the Affiliate Marks.

b. Covenants. You covenant that:

you will comply with any and all applicable rules listed in the Program Policies and Advertising Rules in

Appendix A;

you will ensure that you are compliant with any trade or regulatory requirements that may apply to your

participation in the Affiliate Program (for example, by clearly stating you are an Writehand Affiliate on

any website(s) you own where you make an Affiliate Link available); and

you will accurately provide in Partnero all websites and domains you own where you intend to use

Affiliate Links to generate Affiliate Leads.

7. Proprietary Rights

a. Company’s Proprietary Rights. No license to any software is granted by this Agreement. The

Subscription Service is protected by intellectual property laws. The Subscription Service belongs to and is

the property of Company or our licensors (if any). We retain all ownership rights in the Subscription

Service. You agree not to copy, rent, lease, sell, distribute, or create derivative works based on our

Content, or the Subscription Service in whole or in part, by any means, except as expressly authorized in

writing by Us. If you wish to use the Subscription Service or Content, you must become a direct

customer of Company and comply with our Terms of Service at www.writehand.ai/terms-of-service.

Writehand, the Writehand Logos, and other marks that we use from time to time are our trademarks

and you may not use them without our prior written permission, except as otherwise set forth in this

Agreement.

b. Customer’s Proprietary Rights. As between you and Customer, Customer retains the right to access

and use the Customer portal associated with the Subscription Services. For the avoidance of doubt,

Customer will own and retain all rights to the Customer Data.

c. Trademarks. You grant to us a nonexclusive, nontransferable, royalty-free right to use and display

your trademarks, service marks and logos (“Affiliate Marks”) in connection with the Affiliate Program

and this Agreement.

During the term of this Agreement, in the event that we make our trademark available to you within

Partnero, you may use our trademark as long as you follow the usage requirements in this section. You

must: (i) only use the images of our trademark that we make available to you, without altering them in

any way; (ii) only use our trademarks in connection with the Affiliate Program and this Agreement; (iii)

immediately comply if we request that you discontinue use. You must not: (i) use our trademark in a

misleading or disparaging way; (ii) use our trademark in a way that implies we endorse, sponsor or

approve of your services or products; or (iii) use our trademark in violation of applicable law or in

connection with an obscene, indecent, or unlawful topic or material.

8. Confidentiality

As used herein, “Confidential Information” means all confidential information disclosed by a party

(“Disclosing Party”) to the other party (“Receiving Party”), (i) whether orally or in writing, that is

designated as confidential, and (ii) customer and prospect information belonging to Company, whether

or not otherwise designated as confidential. Confidential Information does not include any information

that (i) is or becomes generally known to the public without breach of any obligation owed to the

Disclosing Party or (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party

without breach of any obligation owed to the Disclosing Party. The Receiving Party shall: (i) protect the

confidentiality of the Confidential Information of the Disclosing Party using the same degree of care that

it uses with its own confidential information, but in no event less than reasonable care, (ii) not use any

Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement,

(iii) not disclose Confidential Information of the Disclosing Party to any third party, and (iv) limit access

to Confidential Information of the Disclosing Party to its employees, contractors and agents. The

Receiving Party may disclose Confidential Information of the Disclosing Party if required to do so under

any federal, state, or local law, statute, rule or regulation, subpoena or legal process.

9. Indemnification

You will indemnify, defend and hold us harmless, at your expense, against any third-party claim, suit,

action, or proceeding (each, an “Action”) brought against us (and our officers, directors, employees,

agents, service providers, licensors, and affiliates) by a third party not affiliated with us to the extent

that such Action is based upon or arises out of (a) your participation in the Affiliate Program, (b) our use

of the prospect data you provided us, (c) your noncompliance with or breach of this Agreement, (d) your

use of the Affiliate Tool, or (e) our use of the Affiliate Marks.

We will: notify you in writing within thirty (30) days of our becoming aware of any such claim; give you

sole control of the defense or settlement of such a claim; and provide you (at your expense) with any

and all information and assistance reasonably requested by you to handle the defense or settlement of

the claim. You shall not accept any settlement that (i) imposes an obligation on us; (ii) requires us to

make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions

on us without our prior written consent.

10. Disclaimers; Limitations of Liability

a. Disclaimer of Warranties. WE AND OUR AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES

ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY OR ACCURACY OF THE

SUBSCRIPTION SERVICES, WRITEHAND CONTENT, THE AFFILIATE PROGRAM OR THE AFFILIATE TOOL

(PARTNERO) FOR ANY PURPOSE. APPLICATION PROGRAMMING INTERFACES (APIs) AND THE AFFILIATE

TOOL MAY NOT BE AVAILABLE AT ALL TIMES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE

SUBSCRIPTION SERVICES AND AFFILIATE TOOL ARE PROVIDED “AS IS” WITHOUT WARRANTY OR

CONDITION OF ANY KIND. WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND WITH

REGARD TO THE SUBSCRIPTION SERVICES AND THE AFFILIATE TOOL INCLUDING ALL IMPLIED

WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND

NON-INFRINGEMENT.

b. No Indirect Damages. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE

LIABLE FOR ANY INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS OR

BUSINESS OPPORTUNITIES.

c. Limitation of Liability. IF, NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, WE ARE

DETERMINED TO HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY, THE PARTIES AGREE THAT OUR

AGGREGATE LIABILITY WILL BE LIMITED TO THE TOTAL COMMISSION AMOUNTS YOU HAVE ACTUALLY

EARNED FOR THE RELATED CUSTOMER TRANSACTIONS IN THE TWELVE-MONTH PERIOD PRECEDING THE

EVENT GIVING RISE TO A CLAIM.

d. Affiliate Tool. WE DISCLAIM ALL LIABILITY WITH RESPECT TO THE AFFILIATE TOOL THAT YOU USE. WE

DO NOT PROMISE TO MAKE THE AFFILIATE TOOL AVAILABLE TO YOU, AND WE MAY CHOOSE TO DO SO,

OR NOT TO DO SO, IN OUR DISCRETION.

e. Cookie Duration. COOKIES USED AS PART OF THE AFFILIATE TOOL HAVE A SET DURATION OF SIXTY

(60) DAYS. YOU AGREE AND ACKNOWLEDGE THAT IF A POTENTIAL CUSTOMER CLEARS THEIR COOKIES

DURING THIS PERIOD, WE SHALL NOT BE LIABLE FOR ANY COMMISSIONS THAT MAY HAVE BEEN OWED

TO YOU.

11. Term and Termination

a. Term. This Agreement will apply for as long as you participate in the Affiliate Program, until

terminated.

b. Termination Without Cause. Both you and we may terminate this Agreement, upon seven (7) days

written notice to the other party.

c. Termination for Agreement Changes. If we update or replace the terms of this Agreement, you may

terminate this Agreement on five (5) days written notice to us, provided that you send us written notice

within ten (10) days after we send you notice of the change.

d. Termination for Cause. We may terminate this Agreement: (i) upon twenty-one (21) days’ notice to

you of a material breach if such breach remains uncured at the expiration of such period, (ii) upon ten

(10) days’ notice to you of non-payment of any amount due to us if such amount remains unpaid at the

expiration of such period, (iii) immediately, if you become the subject of a petition in bankruptcy or any

other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of

creditors, (iv) immediately, if you breach the terms applicable to your subscription with us (if you have

one), including if you default on your payment obligations to us or our affiliate, or (v) immediately, if we

determine that you are acting, or have acted, in a way that has or may negatively reflect on or affect us,

our prospects, or our customers.

e. Termination due to Inactivity. We may have grounds for termination of this agreement if you earn no

Commission over a rolling twelve-month period.

f. Effects of Expiration/Termination. Expiration of this Agreement, and termination of this Agreement:

(i) without cause by us, (ii) by you with cause, (iii) by you according to the ‘Termination for Agreement

Changes’ section, shall not affect our obligation to pay you a Commission, so long as the related

payment by the Customer Transaction is recognized by us within thirty (30) days after the date of such

termination or expiration. We will not pay you fees on Customer Transactions recognized by us after

thirty (30) days after the date of such termination or expiration set out above. Provided however, in the

event of termination without cause by you, or for cause by us, our obligation to pay and your right to

receive any Commission will terminate upon the date of such termination, regardless of whether you

would have otherwise been eligible to receive Commission prior to the date of termination. Except as

expressly set forth in this section, you are not eligible to receive a Commission payment after expiration

or termination of this Agreement. Upon termination or expiration, you will discontinue all use of and

delete the Partnero account that we make available to you for your participation in the Affiliate

Program. Upon termination or expiration, an Affiliate Lead is not considered valid, and we may choose

to maintain it in our database and engage with such a prospect.

Upon termination or expiration, you will immediately discontinue all use of our trademark(s) and

references to this Affiliate Program from your website(s) and other collateral. For the avoidance of

doubt, termination or expiration of this Agreement shall not cause a Customer’s subscription agreement

to be terminated.

12. General

a. Miscellaneous. We may update and change any part or all of this Agreement, including by replacing it

in its entirety. If we update or change this Agreement, the updated Agreement will be made available to

you via Partnero and/or by email. The updated Agreement will become effective and binding on the

next business day after we or Partnero have notified you. When we change this Agreement, the “Last

Modified” date above will be updated to reflect the date of the most recent version at

(www.writehand.ai/afiiliate-agreement). We encourage you to review this Agreement periodically. If

you don’t agree to the update, change or replacement, you can choose to terminate as we describe

above. No delay in exercising any right or remedy or failure to object will be a waiver of such right or

remedy or any other right or remedy. A waiver on one occasion will not be a waiver of any right or

remedy on any future occasion. This Agreement shall be governed by the Laws of New Zealand, without

regard to the conflict of laws provisions thereof. In the event either of us initiates an action in

connection with this Agreement or any other dispute between the parties, the exclusive venue and

jurisdiction of such action shall be the Courts of New Zealand. Neither party will be responsible for

failure or delay of performance if caused by: an act of war, hostility, or sabotage; act of God; electrical,

internet, or telecommunication outage that is not caused by the obligated party; government

restrictions; or other event outside the reasonable control of the obligated party. Each party will use

reasonable efforts to mitigate the effect of a force majeure event. Except for actions for nonpayment or

breach of a party’s proprietary rights, no action, regardless of form, arising out of or relating to this

Agreement may be brought by either party more than one (1) year after the cause of action has accrued.

Both you and we agree that no joint venture, partnership, employment, or agency relationship exists

between you and us as a result of this Agreement. You shall comply, and shall ensure that any third

parties performing sales or referral activities on your behalf comply, with all applicable foreign and

domestic laws (including without limitation export laws and laws applicable to sending of unsolicited

email), governmental regulations, ordinances, and judicial administrative orders. You shall not engage in

any deceptive, misleading, illegal or unethical marketing activities, or activities that otherwise may be

detrimental to us, our customers, or to the public. If any part of this Agreement is determined to be

invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed

superseded by a valid, enforceable provision that most closely matches the intent of the original

provision and the remainder of this Agreement will continue in effect. This Agreement is the entire

agreement between us for the Affiliate Program and supersedes all other proposals and agreements,

whether electronic, oral or written, between us. We object to and reject any additional or different

terms proposed by you, including those contained in your purchase order, acceptance or website. Our

obligations are not contingent on the delivery of any future functionality or features of the Subscription

Services or dependent on any oral or written public comments made by us regarding future functionality

or features of the same. It is the express wish of both you and us that this Agreement and all related

documents be drawn up in English. We might make versions of this Agreement available in languages

other than English. If we do, the English version of this Agreement will govern our relationship and the

translated version is provided for convenience only and will not be interpreted to modify the English

version of this Agreement. You will not assign or transfer this Agreement, including any assignment or

transfer by reason of merger, reorganization, sale of all or substantially all of its assets, change of control

or operation of law, without our prior written consent. We may assign this Agreement in the event of

merger, reorganization, sale of all or substantially all of our assets, change of control or operation of

law. Nothing in this Agreement, express or implied, is intended to or shall confer upon any person or

entity (other than the parties hereto) any right, benefit or remedy of any nature whatsoever under or by

reason of this Agreement. We may change the Program Policies from time to time. Your participation in

the Affiliate Program is subject to the Program Policies, which are incorporated herein by reference. We

grant to you only the rights and licenses expressly stated in this Agreement, and you receive no other

rights or licenses with respect to us, the Subscription Services, our trademarks, or any other property or

right of ours. Agreement shall in no way limit our right to sell the Subscription Services, directly or

indirectly, to any current or prospective customers. Each party represents and warrants to the other

that it has full power and authority to enter into this Agreement and that it is binding upon such party

and enforceable in accordance with its terms. The following sections shall survive the expiration or

termination of this Agreement: ‘Commission and Payment’, ‘Proprietary Rights’, ‘Confidentiality’,

‘Effects of Termination/Expiration’, ‘Indemnification’, ‘Disclaimers; Limitation of Liability’, ‘Non-

Solicitation’ and ‘General’.

b. Notices. Notice will be sent to the contact address set forth herein (as such may be changed by notice

given to the other party), and will be deemed delivered as of the date of actual receipt.

To us at Writehand: affiliates@writehand .ai

To you: your email address as provided in our affiliate account information for you.

We may give electronic notices specific to you by email to your e-mail address(es) on record in our

account information for you. We may also give notice to you by telephone calls to the telephone

numbers on record in our account information for you.

c. Data Processing and Protection. The parties acknowledge that in connection with the Affiliate

Program, each party may provide or make available to the other party Personal Data. To the extent that

any Personal Data is processed in connection with the Project the terms set forth in Our Data Processing

Agreement, which are hereby incorporated by reference, shall apply.

Each party shall process the copy

of the Personal Data in its possession or control:

(i) in accordance with the DPA provided by Us;

(ii) as an independent controller (not as a joint controller with the other party);

(iii) for the purposes described in this Agreement; and/or

as may otherwise be permitted under Applicable Data Protection Law. For the avoidance of doubt and

without prejudice to the foregoing, Company shall be an independent controller of any Personal Data

that it receives or shares with Affiliate.

APPENDIX A

Program Policies and Advertising Rules

1. General Policies and Rules

You agree that:

You will not purchase ads that direct to your site(s) or through an Affiliate Link that could be considered

as competing with Company’s own advertising, including, but not limited to, our branded keywords;

if you are running search ads on Google or Bing, you will set negative keywords for “writehand”,

“Writehand”, “WriteHand,” “writehand.ai”, and “Writehand.AI”;

You will not participate in cookie stuffing or pop-ups, false or misleading links are strictly prohibited;

you will not email purchased contact lists or people who have not opted-in to be contacted or send

direct messages to people on social media soliciting the Subscription Services without the person’s

consent;

you will not attempt to mask the referring URL information;

you will not comment negatively about or disparage the products or services of Company or any other

person or entity, including without limitation the products or services of a competitor to Company;

you will not use your own Affiliate Link to purchase the Subscription Service for yourself; and

you will not use any mechanisms to deliver leads other than through an intended consumer. This

includes sourcing leads through compilations of personal data such as phonebooks, using fake redirects

or other tools or automation devices to generate leads (including but not limited to robots, lframes, or

hidden frames), or offering incentives to encourage purchases or signups.

Compliance with Laws

Affiliate shall publish or otherwise distribute advertisements in strict compliance with all applicable laws

and regulations, including without limitation, laws prohibiting deceptive and misleading advertising and

marketing, email marketing laws (including the federal CAN-SPAM Act (15 U.S.C. § 7701)), data

protection laws (including but not limited to the European Union General Data Protection Regulation,

U.K. Data Protection Act, California Consumer Privacy Act, and Brazilian General Data Protection

Regulation), laws governing testimonials (including the FTC’s Revised Endorsements and Testimonials

Guides (16 CFR Part 255 of the Code of Federal Regulations)), and all guidelines issued by the FTC.

Affiliate is solely responsible for ensuring Affiliate’s compliance with all laws. Affiliates are strictly

prohibited from making claims concerning the Subscription Service provided by Company that are

inconsistent with, or beyond the scope of marketing materials produced and made available by

Company on the website, www.writehand.ai . Affiliate is prohibited from publishing or otherwise

distributing advertisements by telemarketing, fax, or text messaging in any form to any device. Affiliate

shall not offer monetary incentives, such as rewards points, cash, or prizes to prospects in return for

their response to an advertisement. Affiliates may, however, offer prospects information and materials

of tangible value including, but not limited to, website templates, information about e-commerce,

website design, and online marketing, for reduced or no charge, but only so long as Affiliate accurately

describes and delivers such information and materials to the prospect. We retain the sole and exclusive

discretion to determine whether Affiliate’s advertising and conduct is in compliance with all laws.

Opt-Out and Unsubscribing

You will comply promptly with all opt-out, unsubscribe, “do not call” and “do not send” requests. For the

duration of this Agreement, you will establish and maintain systems and procedures appropriate to

effectuate all opt-out, unsubscribe, “do not call” and “do not send” requests.

Disclosure

On any website that Affiliate advertises the Company’s Subscription Services, product or content,

Affiliate must plainly display (i.e., not in a link, or in small font) disclaimer language, such as:

”Disclosure: I am an independent Writehand Affiliate, not an employee. I receive referral payments from

Writehand. The opinions expressed here are my own and are not official statements of the Writehand

Company.”

Paid Ads - Google Adwords

Affiliate is not permitted to engage in any unlawful or deceptive actions with respect to search engine

optimization, including, but not limited to, using any technique that generates paid search results based

on any trademarks of Company, or any brand name of Company.

if you are running search ads on Google or Bing, you will set negative keywords for “writehand”,

“Writehand”, “writehand.ai”, and “Writehand.AI”;

If it is found that a sale came from paid traffic on search engines including Google or Bing targeting

Company’s branded and trademarked keywords, Affiliate will be in violation of this Agreement and

Commissions will NOT be paid and Affiliate’s link will be banned, making it no longer possible for

Affiliate to track referrals and receive commission.

Social Media.

If Affiliate advertises on Instagram, TikTok or YouTube, then each post must comply with the FTC’s

guidelines on endorsements.

If Affiliate is advertising on other forms of written social media (e.g., Facebook, Twitter), Affiliate must

comply with the above disclosure restrictions as applicable to each form of social media. Affiliate must

also comply with all rules of each social media platform that Affiliate uses.

Income and Business Opportunity Claims. Affiliates are expressly prohibited from making any claims

that the use of the Subscription Service, Content or Products provided by Company will guarantee that

the user will make money. If Affiliate’s recruiting efforts include claims related to income Affiliate has

made from using the Subscription Service or any Content or Products provided by Company or as an

Affiliate, the following guidelines must be adhered to:

Affiliate’s statements must be completely true and accurate and supported by evidence of Affiliate’s

experience; and

Affiliate’s statements must be accompanied by the following disclaimer in clear and conspicuous font

and placement: “These were my results. Your results will vary based on a variety of factors including

Your education, effort, and market factors. There is no guarantee that You will make any money.”

Affiliate is also expressly prohibited from making any express or implied claims that Company is or

provides a business opportunity, franchise opportunity, a “business-in-a-box,” or an assisted marketing

plan.

Training and Support

We may make available to you, without charge, various webinars and other resources made available as

part of our Affiliate Program. If we make such resources available to you, you will encourage your sales

representatives and/or other relevant personnel to participate in training and/or other certifications as

we recommend and may make available to you from time-to-time. We may change or discontinue any

or all parts of the Affiliate Program benefits or offerings at any time without notice.

Complaint Notification

Affiliate must notify Company of any complaint received by Affiliate regarding any advertisements

within twenty-four (24) hours of receiving such complaint. Notice should be sent to

affiliates@writehand .ai.