Affiliate Agreement

AGREEMENT PARTIES

Company: TapNPay+, a registered trade name (DBA) of IntrActvMrktg, LLC, a Pennsylvania limited liability company. www.tapnpayplus.com Email: support@tapnpayplus.com

Affiliate: The independent adult identified in the registration profile completed at the time of agreement execution.

Beneficiary (Optional): Any individual optionally named by the Affiliate as a beneficiary of the Affiliate’s earnings. The Beneficiary is not a party to this Agreement and has no rights, obligations, or compensation interests under it.

Effective: The date and time the Affiliate completes the clickwrap registration at tapnpayplus.com

RECITALS

WHEREAS TapNPay+, a registered trade name (DBA) of IntrActvMrktg, LLC, a Pennsylvania limited liability company (hereinafter ‘TapNPay+’ or ‘Company’), operates a consumer cash back membership payment platform that sells an annual membership to the public, enabling members to earn cash back on Digital Gift Card purchases made through TapNPay+ at major national retailers.

WHEREAS TapNPay+ operates the Affiliate Program through which independent adult Affiliates promote the TapNPay+ platform to their communities and earn commission compensation based on their documented promotional activity and resulting membership activations.

WHEREAS TapNPay+ is a consumer payment platform and cash back membership program. It is not a Name, Image, and Likeness (NIL) program. Any Beneficiary named in the Affiliate’s registration profile is solely a beneficiary of the Affiliate’s personal earnings. The Beneficiary is not a party to this Agreement, does not earn compensation, does not promote the program, and has no contractual relationship with TapNPay+ under this enrollment.

WHEREAS Affiliate is an adult of at least 18 years of age who desires to participate in the TapNPay+ Affiliate Program as an independent promotional partner.

NOW THEREFORE, in consideration of the mutual promises contained herein, the parties agree as follows:

SECTION 1 — DEFINITIONS

1.1 ‘TapNPay+ Platform’ means the consumer cash back membership payment application, website, and associated services operated by IntrActvMrktg, LLC at www.tapnpayplus.com.

1.2 ‘Affiliate Program’ means the TapNPay+ affiliate marketing program through which enrolled Affiliates promote TapNPay+ memberships to their communities and earn compensation based on resulting membership activations and Digital Gift Card purchases by their attributed Referred Members.

1.3 ‘Membership’ means a TapNPay+ consumer membership currently priced at $50.00, granting the purchaser access to cash back rewards on Digital Gift Card purchases from major national retailers. TapNPay+ reserves the right to modify membership pricing with 14 days written notice to enrolled Affiliates.

1.4 ‘Referred Member’ means any individual including but not limited to family, friends, fans, or supporters of the Affiliate who purchases a TapNPay+ Membership through the Affiliate's promotional activity, becoming an attributed member of the Affiliate's network.

1.5 ‘Share Activation’ means a single documented promotional act performed by the Affiliate using the TapNPay+ in-app Share button, automatically date- and time-stamped and permanently logged to the Affiliate’s account at the moment of execution.

1.6 ‘Pre-Loaded Share Message’ means the promotional message written and controlled exclusively by TapNPay+, distributed via the in-app Share button. The content may not be altered, edited, modified, or supplemented by the Affiliate in any way.

1.7 ‘Digital Gift Card’ or ‘DGC’ means a digital gift card purchased by a Referred Member through the TapNPay+ Platform from participating national retailers, on which the member earns cash back rewards.

1.8 ‘Membership Activation Commission’ means compensation equal to seventy percent (70%) of the purchase price of each Membership activated by a Referred Member through the Affiliate’s promotional activity.

1.9 ‘DGC Cash Back Performance Royalty’ means ongoing compensation equal to ten percent (10%) of all cash back earned by the Affiliate’s attributed Referred Members on DGC purchases through the TapNPay+ Platform.

1.10 ‘Active Status’ means the status assigned to Affiliate when Affiliate has completed at least one (1) Share Activation within the current 30-day rolling window, making Affiliate eligible to earn compensation.

1.11 ‘Paused Status’ means the status automatically assigned to Affiliate when Affiliate has completed zero (0) Share Activations in the current 30-day rolling window. One Share Activation immediately restores Active Status.

1.12 ‘Beneficiary’ means any individual optionally named by the Affiliate in their registration profile. The Beneficiary is not a party to this Agreement and has no rights or obligations under it.

SECTION 2 — NOT A NIL PROGRAM — CRITICAL CLARIFICATION

This section must be read and understood before proceeding

2.1 Consumer Payment Platform

TapNPay+ is a consumer cash back membership payment platform. The Affiliate Program is a standard affiliate marketing arrangement between TapNPay+ and independent adult Affiliates who promote the platform to their communities in exchange for commission compensation.

2.2 Not a NIL Program — Account Silo

The TapNPay+ Affiliate Program is not a Name, Image, and Likeness (NIL) program in any respect. TapNPay+ does not use any student’s or athlete’s name, image, or likeness. If the Affiliate has named a student as a Beneficiary, that student is a beneficiary only not a party, promoter, or earner under this Agreement. If a Beneficiary later enrolls in a college or university and participates in TapNPay+’s NIL program as an independent student-athlete, that participation shall constitute a separate, independent agreement between TapNPay+ and the student-athlete. The Affiliate’s account and any student-athletes NIL account are maintained as entirely separate commercial relationships with no shared attribution, compensation, or contractual linkage.

2.3 Affiliate is the Promoter

The Affiliate is the sole promoter under this Agreement. The Affiliate’s Share Activations are the documented promotional acts that form the quid pro quo consideration for compensation under this Agreement.

2.4 Beneficiary Relationship — No Booster Connection

If the Affiliate has named a Beneficiary, that Beneficiary benefits from the Affiliate’s earnings in whatever manner the Affiliate personally chooses. This beneficiary relationship does not create any contractual, promotional, or compensatory relationship between the Beneficiary and TapNPay+. The Affiliate’s participation in this program does not create a booster relationship between any Referred Member and any institution at which the Beneficiary may later enroll as a student-athlete. Referred Members purchase TapNPay+ memberships for independent consumer benefit and have no affiliation with any athletic program. The Affiliate’s use of earned compensation is unrestricted. TapNPay+ does not direct, earmark, or condition compensation on its use for any purpose. Compensation is the Affiliate’s personal income as an independent contractor.

2.5 No School Approval Required

Because TapNPay+ is a consumer payment platform and not a student-athlete NIL deal, no school, athletic department, governing body, or institutional approval is required for the Affiliate’s participation.

2.6 No Beneficiary Promotional Activity

No Beneficiary named in the Affiliate’s registration profile shall perform any promotional activity for TapNPay+ under this Agreement. Any such activity by a Beneficiary would be outside the scope of this Agreement and solely the Affiliate’s and Beneficiary’s responsibility.

SECTION 3 — AFFILIATE ELIGIBILITY AND ENROLLMENT

3.1 Age Requirement. Affiliate must be at least 18 years of age at the time of enrollment.

3.2 Account Holder. Affiliate enrolls as the sole account holder. The account belongs to the Affiliate and may not be transferred to or operated by any minor.

3.3 Authorized to Work. Affiliate must be currently authorized to work in the United States at the time of enrollment and at all times during which compensation is earned.

3.4 Accurate Information. Affiliate represents that all information provided in the registration profile is accurate and complete and agrees to notify TapNPay+ of any material changes.

3.5 Enrollment Completion. Affiliate registration is complete upon execution of the TapNPay+ registration process, including completion of all required form fields and affirmative confirmation of all required checkboxes. The executed record includes verified timestamp, IP address, device fingerprint, individual checkbox confirmation states, and agreement version."

SECTION 4 — PROMOTIONAL OBLIGATIONS

4.1 Primary Obligation — Share Activations

Affiliate’s primary promotional obligation is to perform Share Activations using the TapNPay+ in-app Share button. Each Share Activation:

Distributes the Pre-Loaded Share Message to the Affiliate’s chosen audience, platform, or recipients
Is automatically date- and time-stamped at the moment of execution and permanently logged to Affiliate’s compliance record
Constitutes Affiliate’s documented promotional act and the quid pro quo consideration for compensation under this Agreement
Is tracked by TapNPay+ from Affiliate’s registered device and account

4.2 Monthly Activity Requirement — 30-Day Rolling Window

Affiliate must complete a minimum of one (1) Share Activation within every rolling 30-day period to maintain Active Status and eligibility for compensation.

Active Status: 1 or more shares in 30 days is fully eligible to earn.

Paused Status: 0 shares in a 30-day window are not eligible to earn. One Share Activation restores immediately.

TapNPay+ will notify Affiliate by email when their share count drops to zero, triggering auto-pause.

4.3 Pre-Loaded Share Message — No Modification Permitted

The Pre-Loaded Share Message is written and controlled exclusively by TapNPay+. Affiliate may not alter, edit, modify, remove, or supplement the message in any way. Any modification constitutes a material breach of this Agreement.

4.4 Additional Promotional Content — Voluntary

Affiliate may create additional promotional content at their own discretion. All such content must include a clear and conspicuous disclosure of the Affiliate’s compensated relationship with TapNPay+ using #ad or #TapNPayPartner. TapNPay+ may request removal of non-compliant content within 48 hours of written notice.

SECTION 5 — COMPENSATION

5.1 Membership Activation Commission — 70%

Affiliate earns a Membership Activation Commission equal to seventy percent (70%) of the consumer’s purchase price of each Membership activated by a Referred Member through Affiliate’s promotional activity, provided Affiliate is in Active Status.

Commission Example: $50.00 membership = $35.00 to Affiliate

No commission is earned on activity that occurs while Affiliate is in Paused Status. Referred Member activations during a pause period are not retroactively credited upon reactivation.

5.2 DGC Cash Back Performance Royalty — 10%

Affiliate earns a DGC Cash Back Performance Royalty equal to ten percent (10%) of all cash back earned by Affiliate’s attributed Referred Members on Digital Gift Card purchases through the TapNPay+ Platform, tracked in real time in Affiliate’s dashboard.

5.3 Compensation Structure Consumer Platform Basis

TapNPay+ compensation is based on documented promotional Share Activations and is structured as a consumer payment platform. Affiliate commission is not athletic performance-based or institution-linked compensation. No portion of Affiliate’s compensation is contingent upon any Beneficiary’s athletic performance, academic results, team outcomes, or any other outcome. TapNPay+ affiliate compensation is commensurate with documented promotional activity on a consumer payment platform and is not contingent on athletic performance, school enrollment, or institutional affiliation.

5.4 No Compensation During Paused Status

Affiliate in Paused Status does not accumulate commissions or royalties during the pause period. One Share Activation immediately restores Active Status and earnings eligibility on a prospective basis.

5.5 Payout Requirements

Affiliate must complete W-9 tax verification in their TapNPay+ dashboard before any payout is processed
Payouts are processed quarterly unless otherwise outlined by TapNPay+
Final payment on closed accounts will be issued within 30 days of account closure
TapNPay+ will issue IRS Form 1099-NEC to Affiliate if total annual earnings reach or exceed $600
Affiliate is solely responsible for reporting TapNPay+ income on their personal tax returns as an independent contractor
TapNPay+ will notify Affiliate when cumulative annual earnings reach $500 (early notice) and $600 (IRS threshold)

SECTION 6 — REFERRED MEMBER VALUE PROPOSITION

6.1 Referred Member Benefits. Every Referred Member receives a genuine consumer product with independent retail value: a TapNPay+ membership that earns approximately 4% cash back on Digital Gift Card purchases made through TapNPay+ at 300+ national retailers. Referred Members are paying with TapNPay+ for their own cash back benefit; they are not donating, fundraising, or making a charitable contribution.

6.2 Independent Consumer Decision. Every Referred Member makes an independent affirmative decision to purchase a TapNPay+ membership. Membership purchases are non-refundable once processed.

6.3 No Fundraising. TapNPay+ is not a fundraising program. Affiliate does not collect money on behalf of any organization or cause. The commission to the Affiliate is performance-based compensation paid by TapNPay+ not a contribution from any Referred Member to the Affiliate or any Beneficiary.

SECTION 7 — TERM AND TERMINATION

7.1 Term. This Agreement is effective upon completion of registration and remains in effect until terminated per this Section.

7.2 Termination by Either Party. Either party may terminate with thirty (30) days written notice. Affiliate notice to: support@tapnpayplus.com. TapNPay+ notice to: Affiliate’s registered email address.

7.3 Immediate Termination by TapNPay+

TapNPay+ may terminate immediately and without notice if Affiliate:

Provides materially false information in the registration profile
Modifies the Pre-Loaded Share Message in violation of Section 4.3
Fails to remove non-compliant content within 48 hours of written notice
Allows or facilitates any Beneficiary to conduct promotional activity under this Agreement
Engages in conduct harmful to TapNPay+’s brand, reputation, or legal standing
Is found to have been under 18 years of age at time of registration

7.4 Effect of Termination. Upon termination: (a) Affiliate’s account is deactivated; (b) all accrued compensation earned prior to termination is paid per Section 5.5 within 30 days; (c) DGC Cash Back Performance Royalty ceases to accrue on the termination date.

7.5 Beneficiary Transition. If a Beneficiary named in the Affiliate’s registration profile enrolls in a college or university and becomes an active student-athlete, TapNPay+ recommends, but does not require, that the Affiliate update their Beneficiary designation. TapNPay+ will notify Affiliate if a NIL program registration is submitted by any individual using the same contact information on file.

SECTION 8 — REPRESENTATIONS AND WARRANTIES

8.1 Affiliate Represents and Warrants:

Affiliate is at least 18 years of age as of the date of this Agreement
Affiliate is currently authorized to work in the United States
Affiliate has the legal right and authority to enter into this Agreement
Affiliate’s participation does not violate any existing agreement to which Affiliate is a party
All information provided in Affiliate’s registration profile is accurate and complete
Affiliate will not facilitate, encourage, or permit any Beneficiary to engage in promotional activity under this Agreement
Affiliate understands and acknowledges that TapNPay+ is not a NIL program

8.2 TapNPay+ Represents and Warrants:

TapNPay+ is a legitimately operating consumer payment platform selling products to the public at posted prices
TapNPay+ membership products have genuine independent retail value
TapNPay+ will maintain accurate, real-time earnings records accessible to Affiliate through the dashboard
TapNPay+ will issue required tax documentation in compliance with IRS requirements
TapNPay+ will notify Affiliate before making material changes to the Pre-Loaded Share Message, membership pricing, or compensation structure

SECTION 9 — INDEMNIFICATION AND LIABILITY

9.1 Affiliate Indemnification. Affiliate agrees to indemnify, defend, and hold harmless TapNPay+, IntrActvMrktg, LLC, and their officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys’ fees) arising from: (a) Affiliate’s breach of this Agreement; (b) any Additional Promotional Content created by Affiliate; (c) Affiliate’s false or misleading statements; (d) Affiliate’s misrepresentation of age or eligibility; or (e) any promotional activity conducted by any Beneficiary under this Agreement.

9.2 TapNPay+ Limitation of Liability. TapNPay+’s total liability under this Agreement shall not exceed the total compensation paid to Affiliate in the 90 days prior to the claim.

9.3 No Consequential Damages. Neither party shall be liable for any indirect, incidental, consequential, special, or punitive damages, regardless of whether such damages were foreseeable.

SECTION 10 — GENERAL PROVISIONS

10.1 Entire Agreement. This Agreement supersedes all prior discussions, representations, or agreements regarding Affiliate’s participation in the TapNPay+ Affiliate Program.

10.2 Amendments. TapNPay+ may update the Pre-Loaded Share Message, membership pricing, and activity standards with 14 days written notice. All other amendments require written agreement by both parties.

10.3 Governing Law. This Agreement is governed by the laws of the Commonwealth of Pennsylvania, without regard to conflict of law principles.

10.4 Dispute Resolution. Disputes shall first be submitted to good faith negotiation. If unresolved within 30 days, disputes shall be resolved by binding arbitration under the rules of the American Arbitration Association in Pennsylvania. By registering, Affiliate acknowledges that disputes will be governed by Pennsylvania law and resolved through binding arbitration.

10.5 Severability. If any provision is found unenforceable, the remaining provisions continue in full force.

10.6 Independent Contractor. Affiliate is an independent contractor, not an employee, agent, or partner of TapNPay+. Affiliate is solely responsible for all taxes on compensation received under this Agreement.

10.7 Non-Exclusivity. Nothing in this Agreement prevents Affiliate from participating in other programs, provided those activities do not conflict with Affiliate’s obligations herein.

10.8 Electronic Execution. Execution via website constitutes a valid and binding electronic signature under ESIGN and UETA. Verification includes timestamp, IP address, device fingerprint, and individual checkbox confirmations, which together constitute the executed record of this Agreement.

10.9 Notices. All legal notices to: support@tapnpayplus.com (TapNPay+) and to Affiliate’s registered email address (Affiliate).

TapNPay+ Affiliate Agreement — v2.0

IntrActvMrktg, LLC DBA TapNPay+

support@tapnpayplus.com · (800) 793-1276 · www.tapnpayplus.com