Affiliate & partner Terms of Service

Last Updated: 5/11/2026 | Version 2.0

These Affiliate and Partner Terms of Service ("Terms") constitute a binding agreement between Kashu, Inc., a Wyoming corporation ("Kashu," "we," "us," or "our"), and any individual or entity that applies for, is accepted into, or participates in Kashu's Affiliate or White Label Partner Programs (collectively, the "Programs," and each individually a "Participant," "Affiliate," or "Partner," as applicable).

These Terms govern your participation in the Programs and are incorporated by reference into, and shall be read in conjunction with, the Kashu Independent Contractor & Affiliate Agreement or Kashu White Label Partner Agreement, as applicable (each a "Program Agreement"), as well as Kashu's Software & Technology Services Agreement ("STSA"), Terms of Service, Acceptable Use Policy, Customer Identification Program, Privacy Policy, and Refund Policy.

By applying to, being accepted into, or continuing participation in either Program, you acknowledge that you have read, understood, and agreed to be bound by these Terms.

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1. Overview and Program Distinctions

Kashu operates a software platform that delivers business financial-operations tooling to U.S.-based businesses. The Services consist of three integrated pillars: Platform Access, Transaction Intelligence, and Program Administration, as further described in the Kashu Terms of Service.

The Programs allow independent participants to either refer business users to the Kashu platform or operate their own branded instance of the Kashu software. Each Program is distinct in structure and compensation as described below.

(a) Affiliate Program. The Affiliate Program allows approved participants to promote and refer new business users to Kashu's platform through an authorized referral link. Affiliates earn commissions based on Kashu's collected Platform Service Fees on a referred user's first completed transaction, subject to the tiered compensation structure and limitations described in Section 4.

(b) White Label Partner Program. The White Label Program allows approved partners to operate a customized or co-branded instance of the Kashu software. White Label Partners earn a negotiated percentage of Kashu's collected Platform Service Fees from Program Accounts onboarded through their designated branded instance. White Label Partners are subject to separate commercial and technical obligations, as described in Section 5.

Participation in either Program is strictly conditional upon adherence to these Terms, the applicable Program Agreement, and Kashu's compliance standards.

Scope Clarification. These Terms govern referrals of business users to the Kashu software platform and white-label deployments of the Services. They do not govern Kashu's ISO or merchant-processing referral programs, which operate under separate agreements and are not available through these Programs.

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2. Eligibility and Acceptance

To participate in the Programs, you must:

• (a) Be at least twenty-one (21) years of age and possess full legal capacity to enter into binding contractual obligations; if applying as an entity, be a legal entity in good standing with authority to bind the entity;
• (b) Maintain a verified account in good standing with Kashu;
• (c) Complete all required tax, compliance, and identity-verification processes, including Know Your Business ("KYB") for entity Participants, Know Your Customer ("KYC") for individual Participants and beneficial owners, and Anti-Money Laundering ("AML") and sanctions screening;
• (d) Execute the applicable Affiliate Agreement or White Label Partner Agreement; and
• (e) Be approved by Kashu's compliance and partnerships departments in their sole discretion.

Kashu reserves the right to deny or revoke participation at any time, with or without cause, including for any breach of these Terms, violation of applicable law, reputational risk, or compliance irregularity.

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3. General Representations and Warranties

By participating in the Programs, you represent, warrant, and covenant that:

• (a) You will conduct all activities lawfully, ethically, and in accordance with these Terms, the applicable Program Agreement, and all applicable federal, state, and international laws, including the Bank Secrecy Act, USA PATRIOT Act, FinCEN Customer Due Diligence Rule, OFAC sanctions regulations, the CAN-SPAM Act, the Telephone Consumer Protection Act (TCPA), the California Consumer Privacy Act (CCPA/CPRA), and other applicable data-protection and consumer-protection laws;
• (b) You will not engage in false, deceptive, or misleading marketing or make unauthorized statements regarding Kashu, its affiliates, products, or services;
• (c) You will not imply any joint venture, employment, or agency relationship between yourself and Kashu; and
• (d) You will maintain accurate and complete records of all promotional and referral activities as may be requested by Kashu for audit, compliance, or verification purposes.

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4. Affiliate Program Terms

4.1 Compensation and Commission Structure

Affiliates shall earn commissions based solely upon Kashu's receipt of collected Platform Service Fees from the first transaction completed by a referred user who registers through the Affiliate's designated referral link. Commissions shall be determined according to the following structure:

• Gold Tier: 5% of Kashu's collected Platform Service Fees on the referred user's first transaction (for affiliates generating between $100,000 and $499,999 in referred monthly volume).
• Platinum Tier: 10% of Kashu's collected Platform Service Fees on the referred user's first transaction (for affiliates generating $500,000 or more in referred monthly volume).
• Executive Tier (Custom): A negotiated percentage rate, available only to approved affiliates operating through an authorized white-label or co-branded instance.

Affiliates shall not be entitled to any residual or recurring compensation for subsequent transactions by referred users unless expressly stated in a written agreement signed by Kashu.

4.2 Referral Attribution and Tracking

Affiliate commissions are earned only for users who (i) access Kashu through the Affiliate's unique referral link, and (ii) complete their first transaction on the platform. Kashu shall maintain exclusive discretion over the methods used for referral tracking and attribution. If a referred user fails to register or transact via the Affiliate's designated link, the Affiliate shall not be credited for that user. Kashu shall have no obligation to adjust tracking results or pay commissions on untracked referrals.

4.3 Payouts and Adjustments

Affiliate payouts shall occur no earlier than thirty (30) days following the close of the month in which the qualifying transaction occurred. Notwithstanding the foregoing, Kashu and an Affiliate may agree in writing to a different payment schedule or structure; any such written agreement, signed by an authorized representative of Kashu, shall control over the timing set forth in this Section. Payouts shall be made by ACH or other approved method to the account on file and shall be net of chargebacks, refunds, reversals, disputes, or other offsets affecting the underlying Platform Service Fees. Kashu reserves the right to withhold, delay, or offset payments in cases of suspected fraud, compliance review, or accounting error. Affiliates shall have thirty (30) days from receipt of payment to dispute any discrepancies in writing; failure to do so constitutes waiver of all claims.

4.4 Taxes and Reporting

Affiliates are independent contractors and shall be solely responsible for the payment of all federal, state, and local taxes, including income and self-employment taxes. Kashu shall report payments on IRS Form 1099 or equivalent as required by law.

4.5 Prohibited Conduct

Affiliates shall not:

• Use unauthorized advertising methods, including misleading claims or representations;
• Bid on Kashu trademarks, domain names, or variants in paid search or digital advertising campaigns;
• Represent themselves as employees, agents, or representatives of Kashu;
• Engage in unsolicited telemarketing, cold-calling, or any practice in violation of the TCPA or CAN-SPAM Act; or
• Engage in any activity likely to harm the reputation, goodwill, or compliance posture of Kashu.

Violation of this Section shall result in immediate termination and forfeiture of unpaid commissions.

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5. White Label Partner Program Terms

5.1 Commercial Framework

Each approved White Label Partner shall enter into a separate White Label Partner Agreement, which governs the commercial, technical, and operational terms of participation. White Label Partners earn a negotiated percentage of Kashu's collected Platform Service Fees from Program Accounts onboarded through their designated branded instance ("Revenue Share"). The applicable percentage shall be memorialized in the executed Schedule A to the White Label Partner Agreement.

5.2 Fees and Payment Obligations

White Label Partners shall pay the following fees unless otherwise specified in writing:

• (a) One-Time Setup Fee: USD $20,000 (non-refundable).
• (b) Monthly Platform Fee: USD $3,000, due on the first day of each month during the initial twelve (12)-month term.

Failure to remit payment within sixty (60) days of the due date shall authorize Kashu to suspend access to the platform, withhold all commissions and Revenue Share distributions, and impose late fees or interest as permitted by law.

5.3 Payout Schedule

Revenue Share payments shall be calculated monthly in arrears and disbursed no earlier than thirty (30) days following the close of the applicable transaction period. All payments shall be net of chargebacks, reversals, or other deductions affecting the underlying Platform Service Fees. Kashu reserves the right to withhold or offset any amounts due to a Partner in satisfaction of outstanding obligations.

5.4 Branding, Compliance, and Conduct

Partners may operate the platform under their own branding, provided that Kashu retains attribution rights such as "Powered by Kashu" or equivalent, where reasonably required. Partners shall:

• Comply with all applicable BSA/AML, KYC, KYB, OFAC, sanctions, FinCEN Customer Due Diligence Rule, PCI DSS, CCPA/CPRA, and related legal standards;
• Promptly report any suspicious activity, regulatory inquiry, or data breach to help@kashupay.com; and
• Maintain accurate operational and support records in accordance with Kashu's audit and compliance requirements.

5.5 Technical Support and Operations

Kashu shall provide system maintenance, infrastructure support, and second-level technical assistance as outlined in the applicable White Label Partner Agreement. Kashu shall also provide first-line customer support to end users and ensure that its personnel are adequately trained in the use of the platform.

5.6 Termination and Post-Termination Obligations

Upon termination of the Partner's Agreement for any reason:

• (a) Partner's right to access or operate the Kashu platform shall immediately cease;
• (b) All outstanding platform fees and charges shall become immediately due and payable;
• (c) Partner shall remove all branding, content, and references to Kashu from public-facing materials; and
• (d) All confidential information and proprietary materials of Kashu shall be returned or destroyed in accordance with Section 6.7.

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6. General Provisions Applicable to All Participants

6.1 Independent Contractor Relationship

Affiliates and Partners are independent contractors and not employees, agents, joint venturers, or franchisees of Kashu. Nothing in these Terms shall be construed to create any relationship of employment or agency. Participants have no authority to bind Kashu in contract or otherwise.

6.2 Chargebacks, Fraud, and Clawbacks

Kashu reserves the right to reverse or reclaim ("claw back") any prior payment or credit if the underlying transaction is reversed, disputed, fraudulent, or otherwise invalidated. Kashu may offset such amounts against future payments without prior notice.

6.3 Limitation of Liability

In no event shall Kashu, its officers, directors, employees, or affiliates be liable for any indirect, incidental, consequential, or punitive damages, including loss of profits or business opportunities. Kashu's aggregate liability to any Participant under these Terms shall not exceed the total amount paid to such Participant under the applicable Program during the twelve (12) months preceding the event giving rise to the claim.

6.4 Indemnification

Each Participant agrees to indemnify, defend, and hold harmless Kashu and its affiliates, officers, directors, employees, and representatives from and against any and all claims, losses, liabilities, or expenses arising from (i) Participant's breach of these Terms or the applicable Program Agreement, (ii) violation of applicable law, or (iii) negligence, fraud, or willful misconduct.

6.5 Modification of Terms

Kashu reserves the right to modify these Terms or the structure of the Programs at any time. Non-material changes are effective upon posting. Material changes will be communicated through the Services or by email at least thirty (30) days before they take effect, unless a shorter period is required by law, regulator direction, or partner-institution requirements. Continued participation after the effective date constitutes acceptance of the revised Terms.

6.6 Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Wyoming, without regard to its conflict-of-law provisions. Any dispute arising under or relating to these Terms shall be submitted to binding arbitration before the American Arbitration Association in Cheyenne, Wyoming. The prevailing party shall be entitled to recover its reasonable attorneys' fees and costs.

6.7 Confidentiality

Participants will, in the course of the Programs, have access to non-public, proprietary, or confidential information of Kashu, including business strategies, pricing, user data, technology, financial information, and operational methods ("Confidential Information"). Participants shall maintain Confidential Information in strict confidence, use it solely for purposes of the Programs, and not disclose it to third parties except to personnel and advisors bound by confidentiality obligations no less protective than these Terms. Upon termination, all Confidential Information shall be returned or destroyed at Kashu's election.

6.8 Notices

All notices, requests, or communications under these Terms shall be in writing and deemed given when delivered personally, sent by certified mail (return receipt requested), or transmitted by email to affiliates@kashupay.com, or to such other address as Kashu may designate.

6.9 Document Hierarchy

In the event of any conflict between these Terms and the applicable Program Agreement, the Program Agreement shall control. The user-facing Services that Affiliates and Partners promote are governed by Kashu's STSA, Terms of Service, Acceptable Use Policy, Customer Identification Program, Privacy Policy, and Refund Policy, in the order of precedence stated in those documents.

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7. Contact Information

For questions or correspondence regarding the Affiliate or Partner Programs, please contact:

Kashu, Inc.

Attn: Partnerships and Affiliates Department

1603 Capitol Avenue, Suite 415 #674380

Cheyenne, WY 82001

Email: affiliates@kashupay.com

Compliance / suspicious activity: help@kashupay.com

Website: www.kashupay.com/affiliates

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