Platform Affiliate Agreement

1. Agreement and acceptance

This Platform Affiliate Agreement ("Affiliate Agreement") is between Diversified SaaS, Inc., doing business as Diversified Affiliates ("Diversified Affiliates," "DA," "we," "us," or "our"), and the individual or entity accepting it ("Affiliate," "you," or "your"). Diversified SaaS, Inc. is a Diversified Universal LLC company.

This Affiliate Agreement governs your application for, access to, and use of the Diversified Affiliates platform, including participation in one or more affiliate programs offered by independent merchants.

You accept this Affiliate Agreement by clicking an acceptance box, submitting an application, joining a Merchant Program, using an affiliate link or code, accessing affiliate tools, or otherwise participating through DA. If you accept for an entity, you represent that you have authority to bind it.

DA may approve, reject, restrict, suspend, or terminate an application or account as permitted by this Affiliate Agreement. A DA account does not guarantee acceptance into any Merchant Program.

2. Separate relationships

DA provides affiliate-network, affiliate-management, tracking, communication, recordkeeping, and related technology services. Each Merchant Program is offered by the merchant identified on its program page.

Joining a Merchant Program creates a separate commercial relationship between you and that merchant under the applicable Merchant Program Terms. DA is not the seller of a merchant's products or services and is not a party to the underlying customer transaction.

3. Controlling terms

Your use of DA is governed by this Affiliate Agreement, the DA Terms of Service, Privacy Policy, Acceptable Use Policy, and other platform policies incorporated by reference (collectively, "DA Terms"). Participation in a particular Merchant Program is also governed by the Merchant Program Terms displayed before you apply or enroll.

Merchant Program Terms may supplement the DA Terms only for that Merchant Program. They may not override, waive, contradict, narrow, or replace any DA Term, DA right, platform rule, disclaimer, or applicable law. A merchant may not impose a term purporting to bind DA, make DA responsible for commissions, alter DA's dispute role, obtain W-9 information without your authorization, or restrict your rights against DA. Any such term is void to the extent of the conflict.

If Merchant Program Terms conflict with this Affiliate Agreement, this Affiliate Agreement controls as to DA and use of the platform. The Merchant Program Terms control only the direct merchant-affiliate relationship and only where they do not conflict with the DA Terms or applicable law.

4. Program enrollment and recorded assent

You may apply to any eligible Merchant Program available to you. A merchant may approve, decline, or request additional information, subject to applicable law and the DA Terms.

Before joining, DA will display the Merchant Program Terms, their version number, and effective date. Enrollment requires affirmative acceptance. DA may record the accepted version, date and time, account, IP address, and related audit information. Continued participation after a properly notified future change may constitute acceptance only where permitted by law and clearly stated in the notice. Material changes may require renewed clickwrap acceptance.

5. Merchant Program Terms

Each published Merchant Program must state, as applicable:

• merchant legal and public name;
• eligible products, services, actions, territories, and traffic sources;
• commission amount, rate, calculation base, currency, and exclusions;
• attribution method and attribution window;
• review, approval, reversal, refund, cancellation, and chargeback rules;
• payout threshold, schedule, methods, fees, and who pays them, noting that the merchant pays you directly and Diversified Affiliates never holds, transfers, or processes your money;
• self-referral rule, which is prohibited unless expressly allowed;
• permitted and prohibited promotional methods;
• paid search, trademark, coupon, email, text, social-media, incentive, and AI-content rules;
• required disclosures and brand guidelines;
• lead qualification and duplicate-lead rules, where applicable;
• contact information; and
• effective date and version.

Do not promote a program until you have reviewed and accepted its current terms.

6. Tracking and attribution

DA may track clicks, codes, leads, sales, recurring events, offline events, or other qualifying actions using information supplied by affiliates, merchants, customers, integrations, or third parties. Tracking can be affected by browser settings, cookie deletion, privacy tools, ad blockers, device changes, incorrect implementation, unavailable systems, duplicate identifiers, and other conditions.

DA does not guarantee uninterrupted or error-free tracking. Attribution is determined under the accepted Merchant Program Terms and the platform record. DA may investigate apparent errors, fraud, duplication, or manipulation and may correct platform records when supported by available evidence. "Tracking Verified by Diversified Affiliates" means only that DA recorded a successful test for that program at a particular time. It is not a guarantee of future tracking or merchant performance.

7. Commissions, adjustments, and status

A displayed commission is not necessarily earned, approved, final, or payable. Statuses may include Pending, Verified, Approved, Paid, Reversed, Review, and Disputed. The applicable Merchant Program Terms determine when a qualifying action becomes an earned and payable commission.

Refunds, partial refunds, cancellations, chargebacks, duplicate transactions, fraud, returns, nonpayment by a customer, or other stated conditions may result in an adjustment or reversal. DA should preserve the original record and create an adjustment record rather than silently rewriting transaction history.

No commission is owed for test transactions. Test transactions are flagged, excluded from balances, payouts, and tax figures, and may automatically drop from ordinary views while remaining in audit history.

8. Merchant payment responsibility

The merchant, not DA, is solely responsible for calculating where applicable, approving, funding, and paying all commissions and other amounts owed under its Merchant Program Terms. DA does not receive or hold merchant reserves or affiliate funds, guarantee payment, advance commissions, provide escrow, or assume a merchant's debt.

Payment records entered by a merchant are merchant-reported information. You may be allowed to select "Confirm Received" or "Report Problem." A problem report does not automatically reverse or alter the merchant's payment entry.

DA is not a collection agency, debt collector, mediator, arbitrator, guarantor, legal adviser, or payment obligor. Nothing prevents you from pursuing rights directly against a merchant, subject to applicable law and the agreements between you and that merchant.

9. Tax information and W-9 authorization

You are responsible for your taxes and for providing accurate tax information required by the merchant that pays you. You may complete a Form W-9 or supported tax profile during signup or later, but all required tax documentation must be completed before your first payout.

Completing or storing a W-9 with DA does not authorize disclosure to every merchant. You alone control whether your W-9 is shared with each merchant. DA will share it only after an explicit, program- or merchant-specific authorization from you, except where disclosure is legally required. A merchant may delay a payout when legally required tax documentation has not been authorized or provided, but may not obtain your W-9 merely because you applied to its program.

You must promptly update inaccurate or outdated tax information. DA does not provide tax advice and does not decide which information return a merchant must file.

10. Affiliate conduct

You must:

• provide accurate account, promotional-channel, payment, and tax information;
• comply with law, the DA Terms, and accepted Merchant Program Terms;
• make clear and conspicuous disclosures of material connections near the endorsement or affiliate link;
• make only truthful, supportable claims and accurately describe your experience;
• use current merchant-approved creatives and offers;
• safeguard credentials and promptly report suspected unauthorized use; and
• cooperate reasonably with compliance, fraud, tracking, and complaint reviews.

You must not use fraud, fake leads or transactions, cookie stuffing, forced clicks, hidden frames, misleading redirects, impersonation, spam, unlawful scraping, unauthorized personal data, trademark infringement, false scarcity, fabricated endorsements, deceptive earnings claims, or any method prohibited by the applicable program. You may not represent that you are DA, the merchant, or an employee or agent of either.

AI-assisted content is permitted only if allowed by the Merchant Program Terms. You remain fully responsible for its accuracy, legality, disclosures, intellectual-property compliance, and compliance with brand rules. AI use does not excuse false, unsupported, or misleading content.

11. Intellectual property

Subject to the applicable Merchant Program Terms, a merchant may grant you a limited, revocable, nonexclusive, nontransferable license during your active participation to use approved names, marks, links, and creatives solely to promote that program. No ownership transfers. You must stop use promptly after removal, suspension, termination, expiration, or request.

You grant DA a limited license to host, reproduce, display, and process content and marks you submit as reasonably necessary to operate, secure, promote, and document the platform and your participation.

12. Independent contractor; no authority

You participate as an independent contractor. Nothing creates employment, agency, partnership, joint venture, franchise, fiduciary duty, or exclusivity among you, DA, or any merchant. You cannot bind DA or a merchant, negotiate for them, make warranties for them, collect customer funds for them, or incur obligations in their names.

13. Complaints and disputes

Disputes concerning a Merchant Program, commission, reversal, or payment remain between the affiliate and merchant. DA may provide a private information-exchange process by forwarding a complaint, requesting a response, allowing follow-up submissions, and recording whether the reporting party identifies the outcome as satisfied or dissatisfied.

DA does not decide legal rights, issue binding rulings, compel payment, represent either party, mediate, arbitrate, or provide legal advice. DA may independently enforce its own Terms, correct platform data, request documentation, restrict features, or suspend or terminate an account.

Complaint records are not public ratings. DA may retain them, use them for platform safety and enforcement, and disclose them when authorized or legally required, including in response to valid legal process.

14. Merchant status indicators

"Verified Merchant" means DA completed the stated verification procedure on the displayed date. It is point-in-time information, not continuing monitoring, endorsement, certification, warranty, or guarantee that the merchant remains operating, solvent, compliant, or able or willing to pay. You should independently confirm that a merchant remains current and suitable before promoting it.

"Reliable Payments," "New Merchant," "Suspended," "Terminated," and similar labels reflect DA's criteria and information available at a particular time. They do not guarantee future conduct. DA may add, remove, or change a label when warranted.

15. Suspension, termination, and program closure

You or DA may end the platform relationship as permitted by the DA Terms. A merchant may remove you from its program under the accepted Merchant Program Terms. DA may suspend or terminate access immediately for fraud, illegality, security risk, nonpayment, material breach, abuse, sanctions concerns, or risk to DA, merchants, affiliates, customers, or the public.

Termination stops new qualifying activity unless otherwise stated. Compliant commissions earned before termination remain the merchant's responsibility, subject to valid adjustments, tax requirements, and the accepted terms. Fraudulent, unlawful, duplicate, or otherwise ineligible activity does not become payable because of termination.

Inactivated, suspended, terminated, or closed Merchant Programs may be hidden from discovery and may have limited functionality. Historical records and direct claims against the merchant are not erased by a status change.

16. Records and electronic communications

DA may retain agreements, accepted versions, tracking and commission records, adjustments, payment reports, W-9 permissions, program changes, communications, complaints, and audit records for at least seven years after account or program closure or the last relevant financial transaction, whichever is later, and longer when reasonably necessary or legally required.

You consent to electronic records, notices, disclosures, and signatures. Keep your email address current. Notices may be delivered through the platform, by email, or by posting where permitted.

17. Platform availability and disclaimers

THE PLATFORM, TRACKING, REPORTS, LABELS, CREATIVES, AND RELATED SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" TO THE FULLEST EXTENT PERMITTED BY LAW. DA DISCLAIMS IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. DA DOES NOT GUARANTEE ACCEPTANCE, TRAFFIC, CONVERSIONS, EARNINGS, PAYMENT, MERCHANT PERFORMANCE, PLATFORM AVAILABILITY, OR ERROR-FREE TRACKING.

18. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, DA AND ITS OWNERS, AFFILIATES, OFFICERS, EMPLOYEES, CONTRACTORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST REVENUE, LOST DATA, LOST OPPORTUNITY, OR A MERCHANT'S FAILURE TO PAY.

DA'S AGGREGATE LIABILITY ARISING FROM THIS AFFILIATE AGREEMENT WILL NOT EXCEED THE GREATER OF $100 OR THE PLATFORM FEES YOU PAID DIRECTLY TO DA DURING THE SIX MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, EXCEPT WHERE LAW PROHIBITS THIS LIMIT.

19. Indemnification

You will defend, indemnify, and hold harmless DA and its owners, affiliates, officers, employees, contractors, and service providers from third-party claims, losses, liabilities, penalties, costs, and reasonable attorneys' fees arising from your promotion, content, data collection, legal violation, infringement, fraud, breach of this Affiliate Agreement, or relationship with a merchant or customer, except to the extent caused by DA's own conduct for which indemnification cannot lawfully be required.

20. Changes

DA may amend this Affiliate Agreement. DA will identify the current version and effective date and provide notice of material changes. Changes will not retroactively reduce a commission already earned under the terms applicable when the qualifying event occurred, except where necessary to correct fraud, duplication, error, or illegality. If you reject a future change, you must stop using DA and terminate affected participation before it takes effect. Material changes may require renewed acceptance.

21. General terms

This Affiliate Agreement is governed by Indiana law, without regard to conflict-of-law principles. Exclusive venue will lie in the state or federal courts serving Lake County, Indiana, unless applicable law requires otherwise. The parties waive jury trial to the extent permitted by law.

Neither party may assign this Affiliate Agreement except DA may assign it to an affiliate, successor, purchaser, or as part of a reorganization. If a provision is unenforceable, it will be limited to the minimum extent necessary and the remainder will continue. Failure to enforce is not waiver. Headings are for convenience. The DA Terms and accepted Merchant Program Terms constitute the applicable agreement and supersede prior statements on the same subject.

Contact: affiliates@diversifiedaffiliates.com

Diversified Affiliates is a service of Diversified SaaS, Inc., a Diversified Universal LLC company.