1. OVERVIEW
This Affiliate Program Agreement (also “Agreement”, “Affiliate Agreement”, “Terms and Conditions”, “Affiliate Terms and Conditions”) is entered into by and between Kinto Host Ltd, a Cyprus private limited company (“Kinto Host”) and the Partner (also “You”, “Affiliate Partner”, “Affiliate”), and is made effective as of the date of electronic acceptance. This Affiliate Program Agreement sets forth the terms and conditions of your use of the Affiliate Program (the “Affiliate Program” or the “Services”). Your electronic acceptance of this Agreement signifies that you have read, understood, acknowledged and agreed to be bound by this Agreement, along with Kinto Host’s Universal Terms Of Service Agreement, which is incorporated herein by reference. The terms “we”, “us” or “our” shall refer to Kinto Host. The terms “you”, “your”, “User”, “customer” or “Affiliate” shall refer to any individual or entity who accepts this Affiliate Program Agreement. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits. Kinto Host, in its sole and absolute discretion, may change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to the Kinto Host website (this “Site”). You acknowledge and agree that (i) Kinto Host may notify you of such changes or modifications by posting them to this Site and (ii) your use of this Site or the Services found at this Site after such changes or modifications have been made (as indicated by the “Last Revised” date at the top of this page) shall constitute your acceptance of this Agreement as last revised. If you do not agree to be bound by this Agreement as last revised, do not use (or continue to use) this Site or the Services found at this Site. In addition, Kinto Host may occasionally notify you of changes or modifications to this Agreement by email. It is therefore very important that you keep your account (“Account”) information, including your email address, current. Kinto Host assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate or out-of-date email address.

Sanctions. You represent and warrant that you are not ordinarily resident of, and will not use or distribute the Kinto Host Services in any country or region subject to US comprehensive country or other sanctioned country by US or EU / UN. You further confirm that you are not included on any sanctions list (including avoiding circumvention), including without limitation, the US Specially Designated Nationals and Blocked Persons List maintained by the US, Consolidated list of persons, groups and entities subject to EU financial sanctions maintained by EU or any other applicable sanctions list maintained by the United Kingdom or other country. You also confirm that you are not owned 50 percent or more, whether directly or indirectly in the aggregate, by any sanctioned individual or entity (“Sanctioned Party”), nor are you otherwise controlled by such a party. Additionally, you agree not to use or distribute the Services, either directly or indirectly, to or for the benefit of any Sanctioned Party.

If there is a change in your status that results in your inclusion on a sanctions list (maintained by the US, EU/UN or other country) or if you become owned or controlled by an entity on such a list, you are required to promptly notify Kinto Host. You agree to actively participate in sanctions screening processes, including providing all necessary information as requested by Kinto Host, also your full cooperation is mandatory in any competent authority investigation related to sanctions compliance.

In the event that Kinto Host becomes aware of your becoming subject to sanctions maintained by the US, EU/UN or other country, Kinto Host reserves the right to terminate your use of its Services immediately and without any notice.

Additionally, Kinto Host retains the discretion to terminate Services, if it reasonably suspects that you have links to a Sanctioned Party. Furthermore, you agree to indemnify and hold Kinto Host harmless against any losses, including but not limited to monetary penalties and legal fees, that may arise due to your non-compliance with the aforementioned sanctions-related confirmations.

2. PARTICIPATION IN THE AFFILIATE PROGRAM
In order to enroll in the Affiliate Program Agreement, you need to submit your application through the affiliate signup form on the Kinto Host website (the Website). All affiliate signups within 5 business days are reviewed by us before deciding if an application is accepted. If we determine that your application is not suitable for the Affiliate Program, it may be rejected for any reason.

3. YOUR RESPONSIBILITIES
As a Kinto Host Affiliate, you agree that:

It is your full responsibility to provide us with accurate account information and it is your responsibility to keep that information up to date. Such information includes, but is not limited to: contact details, payment details, tax information, all website URL(s) where Kinto Host is promoted, traffic sources, promotional means and practices, and any other details we may request. Kinto Host reserves the right to request any additional information about each website, where Kinto Host is promoted and any additional information about the practices used to promote Kinto Host on those websites. If by any means you fail to provide the requested data or the data is not accurate it may result in exclusion from the Affiliate Program Agreement, temporary suspension or termination of your Affiliate account and loss of any Commissions.

The Affiliate must act in good faith and refer clients in good standing. Clients in good standing are your referred web hosting account owners that have provided valid contact information, have active accounts that do not exceed any limitations as per the Kinto Host Terms of Service and are not flagged for high fraud risk. Active account refers to your referred new users who have created an account and have not canceled it in more than 45 (forty-five) days.

You should not make any recommendations or take any actions that would result in a potential revenue loss for Kinto Host.

You should not use any marketing practices that may attract clients that are not in good standing.

You should not act in your own will as per modifying, copying or altering any banners, icons, graphics or any other content that is contained in Kinto Host’s Links including but not limited to altering and modifying any copyright or trademark notices, without prior written approval from Kinto Host.

You shall not use self-referral methods, you can’t click on your affiliate links and/or banners and make orders via your unique affiliate link. Matching IP addresses that were used to log in to the Affiliate panel and to make the purchase, are going to be considered as self-referral and no exceptions will be made. Additionally, the use of VPN services to make a purchase via the affiliate link will also be considered a violation. Violations can result in the loss of all accrued Rewards and dismissal from the program.

You should not engage in any blackhat SEO/spam link building techniques, impersonating Kinto Host, cookie insertion, Pay per Click/Impression advertising or other similar techniques in order to generate more referrals for Kinto Host.

You should not use specific coupon codes issued to other Affiliates.

You agree not to violate any applicable law, including but not limited to laws on advertising.

You should be loyal to Kinto Host and should not misuse its confidence and shall not damage Kinto Host reputation.

Not to advocate, promote, or encourage violence or discrimination against any person, organization, or governmental entity.

You shall comply with Kinto Host’s Third Party Code of Conduct.

If Kinto Host suspects or detects patterns of violations of the Affiliate Program Agreement, Kinto Host reserves the right, as a result of Program Agreement violation, to suspend and/or terminate your Affiliate account and cancel all Commission payments due.

In the event that, after the affiliate joins the affiliate program, circumstances become apparent, knowing which Kinto Host would not have entered into an affiliate agreement with the partner, Kinto Host reserves the right to immediately terminate the cooperation and/or withhold payment for the previous time as well.

4. AFFILIATE ADVERTISING
Only promotional materials that are approved by Kinto Host may be used in the Affiliate’s Site in order to advertise Kinto Host. Approved promotional materials refer to the materials that are provided in your Affiliate Assets. Approved promotional materials may contain Kinto Host trademarks, service marks, logos and slogans for you to display on your Affiliate Website. By signing this agreement we grant you a non-exclusive, limited and non-transferable license to access, download and place the approved promotional material on your website with the sole purpose to promote websites operated, controlled and owned by Kinto Host.

If by the decision of any party the Affiliate Agreement is terminated, upon termination your non-exclusive, limited and non-transferable license to access, download and place the approved promotional materials of Kinto Host will be immediately and automatically withdrawn without any notification.

Inappropriate ways of advertising include, but are not limited to:

• The Usage of any illegal and/or spam method of advertising, such as: unsolicited email, unauthorized placing of the link in forums, newsgroups, message boards, etc.;
• Using Pay per Click or Pay per impression campaigns as advertising method and bidding on keywords and phrases containing the “Kinto Host” trademark, or variations or misspellings of the trademarked term on Pay per Click or Pay per Impression campaigns on the search engines (Google, Yahoo, MSN, Ask, Bing or others) without our prior approval. You are not allowed to use the Kinto Host Website(s) as display URL in Paid media ads and to direct-link or redirect to the Kinto Host Website(s);
• Using non-unique copyright infringing content to promote Kinto Host;
• Impersonating Kinto Host;
• Using traffic generated by pay to read, pay to click, banner exchanges, click exchanges, PPV advertising, pop-up/under, or similar methods;
• Deceptively redirecting traffic and suggesting that any promotions, discounts, or offers are part of your affiliate rewards without Kinto Host’s prior approval;
• Running email campaigns for affiliate promotion without Kinto Host’s written consent.

5. COMMISSIONS AND PAYMENTS
Kinto Host offers commissions for sales made by customers who sign up through your Affiliate link. The details regarding commissions, payment schedules, and the exact structure of the program are outlined in the Kinto Host Affiliate Program details available on the website. Commissions are typically based on a percentage of the sale amount or a fixed amount per referred customer, depending on the specific plan you join.

The Affiliate is eligible to receive commissions based on the applicable rates defined by Kinto Host. These commissions will be paid after the referred customer’s payment has been processed, and any refund or chargeback issues have been resolved. Payment of commissions will be made on a monthly basis, or as otherwise agreed, and will be subject to Kinto Host’s minimum payout threshold.

Payment is typically made via methods such as PayPal, wire transfer, or other methods as determined by Kinto Host. Affiliates will be required to provide relevant payment details to ensure timely payment processing. Payments will be made in the currency agreed upon in the Affiliate Program.

Kinto Host reserves the right to withhold or adjust commission payments in the event of suspected fraud, chargebacks, or violations of the Affiliate Program’s terms. If the Affiliate’s account is suspended, commissions may be forfeited.

6. TERM AND TERMINATION
This Agreement shall be effective upon acceptance and remain in force until either party terminates it. Either Kinto Host or the Affiliate may terminate the Agreement at any time, for any reason, with or without cause, by providing written notice to the other party. The termination of this Agreement will not affect the payment of commissions for any sales made prior to the termination date, provided the payment terms have been met.

Kinto Host reserves the right to immediately terminate the Agreement and suspend the Affiliate’s account in the event of a violation of the terms and conditions set forth in this Agreement. If your account is terminated due to violations, all pending commissions may be forfeited. Upon termination, the Affiliate must immediately cease using Kinto Host’s promotional materials and remove all affiliate links from their website.

7. NO WARRANTY
Kinto Host makes no warranty or representation, express or implied, regarding the Affiliate Program or any of the Kinto Host services. Kinto Host does not guarantee any specific level of sales or commissions, and makes no representation that the Affiliate will earn any commissions through the use of the Affiliate Program. The Affiliate understands and agrees that Kinto Host shall not be held liable for any damages resulting from the use or inability to use the Affiliate Program.

8. INDEMNITY
The Affiliate agrees to indemnify, defend, and hold harmless Kinto Host and its affiliates, officers, directors, employees, and agents from any and all claims, liabilities, damages, costs, and expenses (including legal fees) arising out of the Affiliate’s breach of this Agreement, use of the Affiliate Program, or violation of any laws.

Kinto Host will not be liable for any indirect, incidental, consequential, or punitive damages arising out of the use or inability to use the Affiliate Program, even if Kinto Host has been advised of the possibility of such damages.

9. CONFIDENTIALITY
The Affiliate agrees to maintain the confidentiality of all proprietary information provided by Kinto Host, including but not limited to marketing materials, technical information, and any details regarding the operation or functioning of the Kinto Host services. The Affiliate shall not disclose any such information to any third party without the express written consent of Kinto Host, except as necessary to carry out the terms of this Agreement.

10. GENERAL PROVISIONS

• Independent Contractors: The relationship between Kinto Host and the Affiliate is that of independent contractors. Nothing in this Agreement shall be construed as creating a partnership, joint venture, agency, or employment relationship.
• Severability: If any provision of this Agreement is determined to be invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall remain in full force and effect.
• Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Cyprus, without regard to its conflict of law principles. Any disputes arising out of this Agreement shall be resolved through binding arbitration in Cyprus.
• Assignment: The Affiliate may not assign or transfer any rights or obligations under this Agreement without the prior written consent of Kinto Host.
• Entire Agreement: This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior agreements, oral or written, between the parties.

11. CONTACT INFORMATION
For any questions or concerns related to this Affiliate Program Agreement, please contact Kinto Host support at the contact information provided on the Kinto Host website. Kinto Host’s customer service team will be happy to assist you.

12. INFLUENCERS’ SPECIFICS
This Affiliate Agreement does not convey to You any rights of ownership in or related to Our product, technology or the intellectual property rights owned by Us. Our name, logo, and the Product names associated with Us are trademarks of Kinto Host or third parties, and no right or license is granted to use them in so far as it is expressly listed in this Agreement. We provide the brief and advertising materials (description, key talking points, links, logos and any other assets from the Product), which might be used only for the purpose of the Integration, as it is necessary to fulfill Your obligation of this Agreement.

You will send integration for approval at least two days before the publication date. We shall have up to two (2) rounds of revisions. You agree to remake the integration in the event that factual inaccuracy or direct contradiction to the brief is made within the integration. All other revisions may be made via editing, voiceover, or text overlay.

If for any reason the Integration does not include the link, discount code or key messages provided by Us (including, but not limited to, a link different from the one provided by Us or the link is inoperable not due to fault of Us), You hereby agree at your own expense to prepare new Integration according to the new instructions to be provided by Us.

You ensure that the Integration will not breach any rights of any third parties and shall indemnify Us and will keep Us harmless for any claims We might receive in relation to Your breach of the aforementioned obligation.

The integration shall properly reveal the collaboration/paid promotion fact and ensures that the content/deliverables of the Services complies with relevant legal regulation.

This Paragraph is applicable for influencers (partners who we are actively in talks with) only.

13. INVOICING
We will provide you with the Commission statement due in your Affiliate Area at the start of a new month. Payout requests for the previous payable period should be submitted via specified email until the end of the previous month. For example: the request for July 2021 should be sent by the end of August 2021. Payouts will be released by the 20th of the running month. If the request will be submitted after the end of the previous month – the payout will be transferred to the next payments round. You must have at least 3 approved conversions to request a payment. The minimum payout amount for Paypal withdrawal is $100. The minimum payout for Wire Transfer is $500. Please keep in mind that Wire Transfer payments usually take 3-5 workdays to be completed. Due to this reason, the commission payouts can be released later than the 20th of each month.

14. RELATIONSHIP OF THE PARTIES
Both the Affiliate and Kinto Host agree that they are entering into this Affiliate Agreement as independent contractors and this agreement creates no partnership, agency franchise, joint venture, sales representative or employment relationship between them. You have no authority to accept or make any representations or offers on the behalf of Kinto Host. You cannot make any statements on your website or otherwise that would contradict anything in this section.

15. ACCOUNT TERMINATION
At any time you can cancel and terminate your affiliate account by contacting us through the Affiliate Area. Kinto Host will send you a confirmation that your account has been terminated, as requested.

Kinto Host can terminate an affiliate account:

• With a seven-day prior notice without providing any explanation.
• Immediately without any prior notice, if your affiliate account or you violate the Affiliate Program Terms and Conditions, including, but not limited to: performing actions which pose a risk to damage the Our reputation, using advertising materials or/and intellectual property not according to this Affiliate Program Terms and Conditions, without legal basis disclosing confidential information, committing any act which brings Us or our brand into public disrepute, contempt, scandal, or ridicule, or which insult or offend the general community to which the integrations are directed, or which might tend to injure the success of Us or Our brand, integrations are not compliant with terms of this Agreement, including the creators’ guide provided by Us.

After an affiliate account is terminated, the sales associated with the affiliate will no longer be tracked by us and you will no longer qualify for any future Commissions. Additionally, Partner will be considered an inactive Affiliate if the account will not have any new Conversions for the last twelve months and such accounts will be parked as dormant (can be reactivated any time when contacted by an affiliate). If any Commissions are due at the time of termination, they will be paid to the Affiliate after any applicable holding period with the regular payout cycle. No outstanding Commission payments will be due if your account is terminated due to the violation of these Terms and Conditions and an administrative fee of 125 USD (or the equivalent in the currency that is listed in your Affiliate Area) will be due by the Affiliate.

Once the Affiliate account is terminated, the Affiliate is obliged to remove any and all promotional materials, links, logos, trademarks, and slogans of Kinto Host from his website within a period of 3 business days. This provision survives the termination of the Affiliate Agreement. Upon the termination of this Affiliate Agreement, the Affiliate no longer has the right to use any of Kinto Host trademark(s), logo(s), and slogan(s) and will refrain from any actions that may affect the reputation, the image and any business relations with current and potential clients of Kinto Host, directly or indirectly.

Once the Affiliate account is terminated, this Affiliate Agreement is terminated automatically.

16. CONFIDENTIAL INFORMATION
Each party acknowledges that, as a result of this Affiliate Agreement, it may gain access to certain Confidential Information of the other party. “Confidential Information” means all documentation and information, including techniques, algorithms and processes and technical, business and marketing information, designated or marked by the party disclosing such documentation and information orally, visually or in writing (the “Disclosing Party”) as “proprietary” or “confidential” or the like, or that the other party (the “Receiving Party”) knows to be confidential, or should reasonably consider to be confidential under the circumstances of its disclosure, supplied by the Disclosing Party to the Receiving Party in connection with this Affiliate Agreement.

During the Term and for a period of five (5) years thereafter, each Receiving Party agrees (a) to hold the Disclosing Party’s Confidential Information in strict confidence, using the same degree of (but no less than reasonable) care and protection that it exercises with its own Confidential Information of a similar nature; (b) not to directly or indirectly disclose or otherwise make available any Confidential Information of the Disclosing Party to a third party; and (c) not to copy or use Disclosing Party’s Confidential Information for any purpose other than as necessary to fulfill Receiving Party’s obligations or exercise its rights under this Affiliate Agreement. Each party will disclose the other party’s Confidential Information only to its employees and affiliates with a need to know in order to fulfill such party’s obligations hereunder. In addition, the Receiving Party will be allowed to disclose Confidential Information of the Disclosing Party to the extent that such disclosure is approved in writing by the Disclosing Party or is required by law or by the order of a court or similar judicial or administrative body, provided that (to the extent permitted by law) the Receiving Party notifies the Disclosing Party of such required disclosure promptly and in writing and cooperates with the Disclosing Party, at the Disclosing Party’s reasonable request and expense, in any lawful action.

The obligations of this Section will not apply to Confidential Information if such information: (a) is publicly available prior to or at the time of disclosure, or later becomes publicly available through no act of the Receiving Party; or (b) was, prior to disclosure hereunder, rightfully known to the Receiving Party (other than in connection with this Affiliate Agreement) without confidentiality restriction.

17. GOVERNING LAW
Any controversy, claim or dispute arising under this Affiliate Agreement will be resolved according to the jurisdiction and legislation where the Kinto Host entity servicing your Affiliate account is located.

18. CHANGES TO THE AFFILIATE PROGRAM TERMS
We reserve the right to change any policies or terms of this Affiliate Agreement at any time. The amendments and/or supplements of the Agreement are effective immediately upon being posted to the Kinto Host website. The current Terms and Conditions of the Affiliate Agreement are always available publicly on Kinto Host’s website. If by any means you do not agree with the amendments and/or supplements of the Affiliate Agreement, you can cancel your account within 10 business days, counting from the date of the amendments and/or supplements. Only an official Kinto Host officer has the right to make any amendments and/or supplements to this Affiliate Agreement. No agent of, or person employed by or under contract with, Kinto Host has any authority to alter or vary this Affiliate Terms and Conditions Agreement in any way. No oral explanation or oral information given by any party shall alter the interpretation of this Affiliate Agreement.