Affiliate Referral Terms

Last updated: September 22, 2026

These Affiliate Referral Terms (the “Terms”) are between DOLAFY LLC, a Wyoming limited liability company with registered address at 30 N Gould St, Ste N, Sheridan, WY 82801, USA (“Dolafy”), and the Dolafy customer organization that accepts these Terms through affiliate enrollment or a separate written agreement (the “Affiliate”). Each is a “Party” and together they are the “Parties”. These Terms take effect when the Affiliate accepts them or on the effective date specified in a separate written agreement. If a separately signed affiliate agreement conflicts with these Terms, the signed agreement controls.

1. Definitions

Affiliate Link means the unique tracking URL and referral code issued by Dolafy to the Affiliate.

Compliance Requirements means Dolafy’s know-your-business, anti-money-laundering, sanctions, prohibited-industry, and related policies, as amended from time to time, together with applicable law and the requirements of Dolafy’s regulated service providers.

Confidential Information means non-public information disclosed by one Party to the other in connection with these Terms, including pricing, commission rates, client and prospect information, transaction data, provider relationships, and the terms of a separate affiliate agreement. It excludes information that becomes public through no fault of the receiving Party, was already lawfully known to it, or is independently developed.

Excluded Prospect means a business that, when first referred to Dolafy, (a) is or was a Dolafy client; (b) has an open or previously submitted onboarding application; (c) is in active commercial negotiations with Dolafy, as shown by Dolafy’s earlier records; or (d) has already been validly attributed to another affiliate within the preceding 60 days.

Net Revenue means fees actually received by Dolafy from a Referred Client for the Services, net of refunds, reversals, chargebacks, taxes collected from the client, and amounts written off as uncollectible. It excludes client funds, balances, and transaction principal.

Referred Client means a business that is not an Excluded Prospect, is validly attributed to the Affiliate under Section 3, and is approved under the Compliance Requirements and activated on Dolafy’s payment orchestration and payout services (the “Services”).

2. Appointment

2.1 Dolafy appoints the Affiliate on a non-exclusive basis to refer businesses for the Services. Either Party may enter into similar arrangements with others.

2.2 The Affiliate represents that it is, and will remain during the term of these Terms, a Dolafy client in good standing approved under the Compliance Requirements.

2.3 The Affiliate cannot bind Dolafy or make any representation, commitment, or offer on Dolafy’s behalf. Dolafy alone sets the terms offered to a prospect.

3. Referrals and attribution

3.1 Dolafy will issue an Affiliate Link after enrollment. The link is personal to the Affiliate and may not be transferred or given to others to use as their own referral link.

3.2 A prospect using the Affiliate Link must complete registration with Dolafy within 60 days of first accessing the link to qualify through that link. Dolafy may also attribute a prospect to the Affiliate when the Affiliate creates a client through Dolafy’s authorized affiliate onboarding tools or when Dolafy expressly records a referral for the Affiliate. An untracked introduction alone does not establish attribution.

3.3 If a prospect accesses more than one affiliate link, Dolafy’s recorded attribution controls. An earlier valid attribution to another affiliate within its 60-day window takes priority. Dolafy will not attribute the same client to more than one affiliate at a time.

3.4 Dolafy’s tracking systems and business records are conclusive evidence of attribution, Excluded Prospect status, Net Revenue, and Commission, absent manifest error. The Affiliate may raise a good-faith discrepancy with Dolafy.

3.5 Dolafy may approve, decline, suspend, or offboard any prospect or Referred Client at its discretion, without stating reasons. No Commission is payable for declined prospects or for periods during which a Referred Client is suspended or offboarded. Dolafy does not guarantee any number of approvals or amount of Commission.

3.6 If the Affiliate assists a prospect with onboarding, it must have the prospect’s authorization, use Dolafy’s authorized onboarding tools, protect information and documents it handles, and pass control of the client’s organization to its authorized owner through the provided handover process. The Affiliate must not access the client’s accounts or funds or continue acting for the client after handover unless separately authorized by Dolafy and the client.

4. Commission and payment

4.1 Rate and duration. Unless Dolafy and the Affiliate agree to different terms in writing for the Affiliate or a particular referral, Dolafy will pay the Affiliate ten percent (10%) of Net Revenue received from each Referred Client for twelve (12) months. The commission period begins with the month of the Referred Client’s first completed transaction after approval and activation, or another start month expressly recorded for that referral. No Commission is payable for revenue received after the applicable period.

4.2 Payment. Commission accrued in a calendar month is paid on or before the fifth (5th) business day of the following month, in United States dollars, to the Affiliate’s account on the Dolafy platform, with a statement or affiliate dashboard record showing the calculation. No payment is made unless the accrued and unpaid balance is at least USD 100.00; smaller balances carry forward. Any remaining balance is paid in the final settlement on expiry or termination, except as provided in Section 8.3. The Affiliate must notify Dolafy in writing of a statement dispute within thirty (30) days after the statement or record is made available; otherwise, it is deemed accepted.

4.3 Adjustments and set-off. Dolafy may deduct from future payments Commission previously paid on amounts later refunded, reversed, charged back, or written off. Dolafy may set off amounts the Affiliate owes Dolafy under these Terms or the Affiliate’s client agreement.

4.4 Taxes. The Affiliate is responsible for taxes on Commission. Dolafy may withhold amounts required by law. Before the first payment, the Affiliate must provide a valid IRS Form W-9 or W-8BEN-E, as applicable.

4.5 Commission is the Affiliate’s sole compensation under these Terms.

5. Confidentiality

5.1 Each Party will keep the other’s Confidential Information confidential, use it only for these Terms, and disclose it only to personnel and advisors who need to know it and are bound by equivalent obligations. Disclosure required by law is permitted, with prior notice to the other Party where legally allowed.

5.2 Dolafy may disclose information about Referred Clients, the Affiliate, and referral activity to its regulated service providers, banking providers, auditors, and regulators as needed to provide the Services or meet the Compliance Requirements.

5.3 Information about Referred Clients, including their identity, activity, and Net Revenue, is Dolafy’s Confidential Information. The Affiliate may use information made available to it only to assist authorized onboarding or verify Commission calculations, as applicable.

5.4 These obligations continue for three (3) years after expiry or termination.

6. Non-circumvention

6.1 During the term, Dolafy will not knowingly (a) direct a prospect that has accessed Dolafy through the Affiliate Link to register outside it; (b) delay a prospect’s registration or approval so that the 60-day window expires; or (c) restructure fees with a Referred Client to reduce Net Revenue. A prospect affected by such a breach will be treated as a Referred Client attributed to the Affiliate, which is the Affiliate’s sole monetary remedy.

6.2 Dolafy may independently onboard or serve an Excluded Prospect or a business that was not validly attributed to the Affiliate under Section 3.

6.3 During the term and for twelve (12) months afterward, the Affiliate will not use Dolafy’s Confidential Information to solicit a Dolafy client to a competing provider.

7. Affiliate conduct

The Affiliate will comply with applicable laws, including anti-bribery, sanctions, data protection, and advertising laws. When recommending Dolafy, the Affiliate must clearly disclose that it may receive a commission for referrals where applicable. The Affiliate must not:

(a) make any representation, promise, or guarantee about the Services, pricing, approval timelines, or regulatory status beyond materials supplied or approved by Dolafy;

(b) use Dolafy’s name, logos, or brand assets without Dolafy’s prior written approval, or use them in a misleading or damaging way;

(c) bid on “Dolafy” or confusingly similar terms in paid advertising, or register domains or social handles containing them;

(d) send spam, offer prospects incentives to register, self-refer, create fraudulent registrations, or manipulate the Affiliate Link or tracking systems; or

(e) knowingly refer a business in an industry prohibited under the Compliance Requirements, subject to sanctions, or engaged in unlawful activity.

8. Term and termination

8.1 Term. These Terms run for twelve (12) months from their effective date and may be renewed for further twelve-month periods by written agreement, including email. Either Party may terminate at any time on thirty (30) days’ written notice.

8.2 Immediate termination. Dolafy may terminate immediately by written notice if (a) the Affiliate breaches Section 7; (b) the Affiliate ceases to be a Dolafy client in good standing or its compliance approval is suspended or withdrawn; (c) the Affiliate or any of its owners, directors, or officers becomes subject to sanctions, is charged with a financial crime, or otherwise presents unacceptable risk under the Compliance Requirements; or (d) required by law, a regulator, or a service provider. Either Party may terminate immediately for any other material breach not cured within fifteen (15) days of written notice.

8.3 Effect. On expiry or termination, the Affiliate Link is deactivated and the Affiliate must stop promoting the Services and using Dolafy’s brand assets. On expiry or termination on notice under Section 8.1, Commission continues to accrue and be paid for Referred Clients whose commission period has already begun. On termination by Dolafy under Section 8.2, all unpaid Commission is forfeited, except where prohibited by law. Sections 1, 4.1 through 4.4, 5, 6.3, 8.3, 9, 10, and 11 survive.

9. Liability and indemnity

9.1 Neither Party is liable to the other for indirect, incidental, consequential, special, or punitive damages, or for loss of profits, revenue, business, or goodwill. Dolafy’s total liability under these Terms will not exceed the Commission paid or payable to the Affiliate in the twelve (12) months preceding the claim. These limits do not apply to fraud, willful misconduct, breach of Section 5, or Section 9.2.

9.2 The Affiliate will indemnify and hold harmless Dolafy, its members, managers, officers, employees, and service providers from claims, losses, penalties, and expenses, including reasonable attorneys’ fees, arising from the Affiliate’s breach of Section 7, unauthorized representations to a prospect, or violation of applicable law.

10. Governing law and jurisdiction

These Terms and disputes arising from them are governed by Wyoming law, without regard to conflict-of-laws rules. The Parties submit to the exclusive jurisdiction of the state and federal courts located in Wyoming. Either Party may seek injunctive relief for breach of Sections 5 or 6 in any competent court. To the extent permitted by law, each Party waives any right to a jury trial.

11. General

The Parties are independent contractors. These Terms do not create a partnership, agency, or employment relationship. These Terms and any written affiliate-specific terms are the entire agreement on their subject matter and may be amended only in writing agreed to by both Parties, except that Dolafy may update the Compliance Requirements and approved marketing materials by notice. The Affiliate’s client agreement with Dolafy continues to govern its own use of the Services. The Affiliate may not assign these Terms without Dolafy’s written consent; Dolafy may assign them to a subsidiary, corporate affiliate, or successor on notice. Notices are given by email to the addresses below and are deemed received the following business day. These Terms are in English and may be accepted electronically.

Dolafy notices: legal@dolafy.com

Affiliate notices: the contact email recorded for the Affiliate in Dolafy’s records.