Partner Program Terms

1. Definitions

The following terms are specific to this Partner Program Agreement:

2. Program Overview

2.1 Purpose

The TribuShare Partner Program enables eligible Users to earn Commissions by promoting Content available on the Service to new or existing audiences via their unique Partner Links. The Program is designed to support independent filmmakers in growing their direct-distribution audience while rewarding Partners for verified referral activity.

2.2 Three-Party Structure

The Partner Program operates within a three-party structure:

• TribuShare (SYLOE GROUP, SAS) — operates the Service, issues Partner Links, operates the Tracking System, and administers Commission payments on behalf of Creators. TribuShare acts as merchant of record for all Transactions processed through the Service
• Creator — creates and owns Campaigns, setting the Commission rate and conditions applicable to their Content, and provides Promotional Materials
• Partner — promotes Content through Partner Links and earns Commissions on verified Qualifying Purchases

Commission rates and conditions applicable to each Creator's Content are determined by the Creator for each Campaign and communicated to Partners before they promote it. TribuShare administers Commission payments on behalf of Creators. Partners understand that Commission rates may differ across Creators and Campaigns.

2.3 No Exclusivity

Participation in the Program does not create any exclusive relationship. Partners may promote other platforms and services, provided that doing so does not breach Section 8 (Prohibited Activities) or any specific exclusivity arrangement agreed in writing.

3. Eligibility

3.1 Global Program

The Program is open worldwide to individuals and legal entities who have reached the age of majority as defined by their country of residence or jurisdiction of incorporation. Enrollment and Commission accrual are available without geographic restriction, subject to applicable local laws. Commission disbursement, however, is limited to countries supported by TribuShare's payment infrastructure (Stripe Connect) for cross-border payouts. If your country of residence is not supported at the time a Commission becomes payable, the Commission remains accrued to your Partner Account and will be disbursed once support becomes available. Accrued Commissions are never forfeited for this reason.

3.2 Account Requirement

To participate in the Program, you must: (i) hold an active TribuShare Account (Viewer or Creator) in good standing; (ii) have accepted the Terms of Service; and (iii) maintain your Account in good standing throughout your participation in the Program. Suspension or termination of your primary TribuShare Account automatically suspends your Partner Account.

3.3 Prohibited Conduct — Ineligibility

The following are prohibited and will result in immediate ineligibility or termination:

• Use of multiple Accounts, false identities, or any method to circumvent eligibility requirements or Commission thresholds
• Self-referral: generating Commissions by purchasing Content or completing a Qualifying Purchase through your own Partner Link
• Referring minors or Users in jurisdictions where the Service is not legally available
• Any conduct constituting Fraudulent Traffic

4. Enrollment

4.1 Application

To enroll, you create a Partner profile through the TribuShare Partner Portal, providing the information requested, and accept this Agreement. Enrollment is self-service: completing your Partner profile and accepting this Agreement activates your Partner Account. TribuShare may suspend or reject a Partner Account at any time under Section 12.3. Creating a Partner profile does not guarantee any Campaign invitation or future Commission earnings.

4.2 Partner Link Issuance

Once you join a Campaign — by invitation from a Creator or through Partner discovery — TribuShare will issue a Partner Link for that Campaign, accessible through your Partner Dashboard. Each Partner Link is personal, non-transferable, and tied to a specific Campaign and Creator. Use of unauthorized links is strictly prohibited and will result in immediate termination and forfeiture of accrued Commissions from that use.

4.3 Promotional Materials

Through the Partner Dashboard, you may access Promotional Materials provided by TribuShare or by Creators. You agree to use Promotional Materials only as provided and only in conjunction with your assigned Partner Links. You shall not modify, alter, or create derivative works from any Promotional Material without prior written approval.

4.4 Onboarding Information

Upon activating your Partner Account, you will have access to: the Partner Dashboard; the platform-wide rules in this Agreement, including the 30-day attribution window (Section 6.3) and the equivalent USD 1 payout threshold in each currency (Section 5.5); and, for each Campaign you join, its specific Commission rate, visible before you begin promoting it. Review each Campaign's terms carefully before beginning promotional activity for it.

5. Commissions

5.1 Commission Structure

Commissions are earned on verified Qualifying Purchases completed by Referred Users through your Partner Links, as part of a Campaign. The Commission percentage applicable to a given Campaign is set by the Creator when the Campaign is launched and is visible to you before you promote it. TribuShare does not guarantee minimum Commission rates, and different Campaigns and Creators may offer different rates.

5.2 Commission Payment

TribuShare acts as merchant of record for all Transactions processed through the Service. At the time of a Qualifying Purchase, TribuShare withholds the Commission from the Creator's proceeds of that Transaction and records it to your Partner Account. The withheld amount can never exceed the Creator's own net proceeds from that Transaction, and a Qualifying Purchase can never result in the Creator receiving less than zero. Commission amounts are calculated on the Creator's pre-tax Content price, excluding any VAT or sales tax collected by TribuShare as a marketplace facilitator. Withheld Commissions do not become payable to you immediately — see Section 5.5.

5.3 Qualifying Purchase Criteria

To qualify for Commission, all of the following conditions must be met:

• The Referred User's purchase must constitute a verified Qualifying Purchase
• The Qualifying Purchase must be tracked by the Tracking System via your Partner Link — purchases not tracked through the Tracking System are not eligible for Commission regardless of cause
• The Referred User must not be the Partner themselves (no self-referral)
• The Referred User must comply with the Terms of Service — Transactions reversed for fraud, chargeback, or policy violation before a Commission matures do not qualify
• Your Partner Account must be active and in good standing at the time the Commission matures under Section 5.5
• The Qualifying Purchase must not have been generated through Fraudulent Traffic or any Prohibited Activity listed in Section 8. A Commission tied to a refunded, disputed, or confirmed-fraudulent Qualifying Purchase is subject to reversal under Section 5.9 at any time, regardless of the Commission's maturity or payment status

5.4 Campaign Terms and Immutability

Once a Campaign is launched, its Commission percentage and start date are fixed and cannot be changed for the remainder of that Campaign. A Campaign's end date may only be extended, never shortened. If a Creator wants to change the Commission percentage, they must end the current Campaign and launch a new one; Qualifying Purchases already attributed under the prior Campaign are unaffected. TribuShare reserves the right to modify platform-wide rules (such as the attribution window or payout threshold) with 30 days' prior notice to affected Partners; this does not permit retroactive changes to a launched Campaign's rate.

5.5 Commission Maturity and Payout

Commissions become payable at the later of 30 days after the Qualifying Purchase and the date Stripe makes the corresponding funds available, subject to refunds, disputes and the holds described in this Agreement. Ending a Campaign membership does not cancel legitimate Commissions already earned.

TribuShare transfers your payable balance once per calendar month in each currency when it reaches the equivalent of USD 1. Smaller balances roll over and do not expire. A remaining payable balance aged at least 90 days may be transferred below that threshold, subject to payout eligibility and Stripe availability. TribuShare bears the transfer fee.

Film participation earnings and Partner Commissions are recorded in the same earnings account. Each portion is paid when its applicable payout requirements are met. A restriction on film earnings does not by itself prevent payment of eligible Partner Commissions, including for Partners whose Stripe account is an individual account. Film participation earnings remain subject to the Participant Payout Terms and their entity requirement. Eligible portions in the same currency may be combined in one monthly transfer; the threshold applies to their combined eligible amount. Refunds and negative balances for one earnings type are recovered only from future earnings of that type. A negative film balance does not reduce eligible Partner Commissions, and a negative Partner Commission balance does not reduce eligible film earnings. Account-wide payment, identity or legal restrictions may still prevent all payouts. Earlier payouts whose source cannot be established are held for reconciliation without forfeiting earnings.

5.6 Commission Withholding

TribuShare reserves the right to withhold Commission payments where: (i) there is reasonable suspicion of Fraudulent Traffic or Prohibited Activity; (ii) a Qualifying Purchase is subject to a pending chargeback or refund; or (iii) the Partner has not provided required tax documentation. Withheld amounts will be released or forfeited following investigation resolution. See also Section 5.9 for reversal of Commissions that have already matured or been paid.

5.7 Payment Currency and Method

Commissions are transferred in the currency shown on the earnings ledger to the Stripe payout account you manage. Stripe then pays the bank account under its own schedule, fees and currency conversion rules. TribuShare does not provide a separate manual payout method. You must complete and maintain Stripe onboarding in a supported country. Incomplete onboarding delays payment but does not forfeit accrued Commissions.

5.8 Taxes

Partners are responsible for declaring Commission income and meeting their applicable registration, invoicing, tax and social contribution obligations. This does not remove any withholding or reporting obligation imposed on TribuShare by law. Stripe collects the identity information required for its payment services; that verification does not determine your VAT status or replace your invoicing obligations. Earnings statements document ledger activity and are not tax invoices.

5.9 Reversal of Matured or Paid Commissions

If a Qualifying Purchase is refunded or successfully disputed after the associated Commission has become available or has been paid, TribuShare will claw back that Commission, regardless of its maturity or payment status — the underlying sale proceeds that funded it have themselves been returned. A full refund or dispute claws back the whole Commission; a partial refund reduces it in proportion to the amount refunded. Where a clawback exceeds your current Partner Account balance, your balance becomes negative rather than being floored at zero. A negative balance is recovered only by netting it against your future Commissions as they accrue; TribuShare will never seek payment from you personally, and if you never earn a further Commission, TribuShare absorbs the shortfall.

6. Tracking and Attribution

6.1 Tracking System Authority

The Tracking System's records are the sole and authoritative basis for determining the volume, timing, and legitimacy of Qualifying Purchases and corresponding Commission calculations. In the event of any discrepancy between a Partner's own records and the Tracking System, the Tracking System's records prevail. TribuShare will investigate good-faith disputes raised by Partners within 30 days.

6.2 Partner's Tracking Responsibility

You are solely responsible for ensuring that your Partner Links are correctly implemented in all promotional content. TribuShare is not liable for Commission losses resulting from: incorrectly implemented Partner Links; browser settings that block cookies or tracking scripts; user ad-blockers; or any other technical factor outside TribuShare's control.

6.3 Attribution Window

A Referred User's Qualifying Purchase is attributed to the Partner Link most recently clicked, provided the purchase occurs within 30 days of that click ("last-eligible-click attribution"). This 30-day window is fixed platform-wide and applies uniformly to the Partner Program and to TribuShare's fan Share & Earn program; it is not set per Campaign or per Partner. Exactly one Commission is paid per Qualifying Purchase.

6.4 Cookie Policy

TribuShare's Tracking System uses cookies to attribute Referred Users to Partner Links. Where required by applicable law (including in the EU/EEA), attribution cookies are only set with the visitor's consent. Absent consent, attribution is limited to a first-party, session-scoped mechanism that does not persist beyond the browsing session; the 30-day attribution window in Section 6.3 applies only to visitors who have consented to tracking cookies. Partners must not instruct or encourage Referred Users to disable cookies or withhold consent, and must not otherwise attempt to circumvent this consent mechanism. Cookie stuffing or any other artificial manipulation of tracking data is a Prohibited Activity under Section 8.3.

7. Partner Obligations and Conduct

7.1 Professional Conduct

Partners agree to conduct all promotional activities in a professional, honest, and lawful manner. All activities must not adversely affect the reputation, goodwill, or brand integrity of TribuShare, any Creator, or the Program.

7.2 Legal Compliance

Partners must comply with all applicable laws and regulations in all jurisdictions in which they conduct promotional activities, including but not limited to:

• Consumer protection laws and advertising standards
• Data protection and privacy laws (including GDPR where applicable)
• Anti-spam laws (including CAN-SPAM, CASL, and EU directives)
• FTC endorsement and testimonial guidelines, and equivalent regulations in the Partner's jurisdiction
• Affiliate marketing disclosure regulations requiring clear disclosure of commercial relationships

7.3 Mandatory Disclosure

Partners must clearly and conspicuously disclose their status as a TribuShare Partner — and that they may earn a Commission from purchases made through their links — in all promotional communications and content. Disclosure must appear proximate to the promotional content, prior to any call to action, and in plain language.

7.4 Accuracy of Representations

All statements made by Partners about TribuShare, Creators, and Content must be accurate, substantiated, and consistent with current information available through the Partner Dashboard. Partners must update their promotional materials promptly if TribuShare notifies them that information has become inaccurate.

7.5 Brand Guidelines

Partners must use TribuShare trademarks, logos, and Promotional Materials strictly in accordance with the brand guidelines made available through the Partner Dashboard. Partners shall not: alter, distort, or combine TribuShare or Creator marks with other elements; use marks in a way that implies endorsement beyond the referral relationship; or register domain names or social handles that incorporate TribuShare's name or trademarks.

8. Prohibited Activities

8.1 Definition

"Prohibited Activities" are actions that violate this Agreement, the Terms of Service, applicable law, or ethical standards applicable to affiliate and referral marketing. Engaging in any Prohibited Activity will result in immediate termination, forfeiture of all accrued Commissions, and may result in legal action.

8.2 Deceptive and Misleading Practices

• Presenting false, deceptive, or materially misleading information about TribuShare, any Creator, or any Content
• Making unsubstantiated claims about Content quality, pricing, or Platform features
• Using bait-and-switch tactics or false urgency messaging
• Impersonating TribuShare, a Creator, or any other User
• Creating fake reviews, testimonials, or social proof for Content

8.3 Fraudulent Traffic and Artificial Manipulation

• Using bots, scripts, click farms, automated browsers, or any other automated means to generate artificial impressions, clicks, views, or Qualifying Purchases
• Self-referral: using your own Partner Link to purchase Content or complete a Qualifying Purchase
• Cookie stuffing: loading Partner Link cookies onto a user's browser without their knowledge or consent
• Hidden redirects, iFrames, or any method that attributes Qualifying Purchases to your Partner Link without genuine user intent
• Using stolen, synthetic, or fraudulent payment methods to generate artificial Qualifying Purchases
• Incentivizing users to click Partner Links through unauthorized cash rebates, kickbacks, or rewards not approved in writing by TribuShare

8.4 Spam and Unsolicited Communications

• Sending unsolicited bulk emails, SMS, social media messages, or any other form of spam to promote your Partner Links
• Purchasing email lists or audience data for Partner Link promotion
• Any marketing communication that does not comply with applicable anti-spam law and lacks a clear opt-out mechanism
• Posting Partner Links in comment sections, forums, or communities in a manner that violates those platforms' terms of service

8.5 Intellectual Property Violations

• Using TribuShare's, a Creator's, or any third party's copyrighted material, trademarks, or other intellectual property without proper authorization
• Creating websites, social media accounts, or advertising that mimics or could be confused with the official TribuShare platform
• Registering domain names or usernames incorporating TribuShare or Creator trademarks without written consent

8.6 Harmful and Illegal Content

• Promoting Partner Links in association with content that is illegal, hateful, discriminatory, violent, sexually explicit, or otherwise objectionable under applicable law
• Targeting minors with Partner Link promotions
• Any conduct violating applicable consumer protection, data protection, or financial regulation

9. Intellectual Property

9.1 License to Use TribuShare and Creator Marks

Subject to compliance with this Agreement and applicable brand guidelines, TribuShare grants you a limited, non-exclusive, non-transferable, revocable license to use TribuShare's trademarks and Promotional Materials solely for the purpose of your participation in the Program. Both licenses terminate immediately upon termination of your Partner Account.

9.2 Partner Marks

By participating in the Program, you grant TribuShare and applicable Creators a non-exclusive, royalty-free license to reference your name, trademark, or logo in connection with the Program (for example, in a Partner directory or case study), unless you revoke this permission in writing.

9.3 Restrictions

You shall not: (i) sublicense or assign any of the IP rights granted under this Section; (ii) register domain names or social media handles incorporating TribuShare or Creator trademarks; (iii) use Promotional Materials outside the scope of active Partner Link campaigns; or (iv) create derivative works from Promotional Materials without prior written approval.

10. Data Protection

10.1 Partner's Data Obligations

Where Partners collect or process personal data of Referred Users or third parties in connection with their promotional activities, Partners act as independent data controllers for such data. Partners are solely responsible for complying with applicable data protection laws in all jurisdictions in which they operate, including GDPR, CCPA, and equivalent national laws.

10.2 No Unauthorized Data Sharing

Partners shall not: (i) share, sell, or transfer personal data of TribuShare Users obtained through the Program to third parties; (ii) use TribuShare User data for any purpose other than performance of their Partner obligations; or (iii) retain TribuShare User data after termination of their Partner Account.

10.3 TribuShare's Processing of Partner Data

TribuShare's processing of Partner personal data (account data, Commission records, payment data) is governed by the Privacy Policy and Data Processing Addendum. TribuShare processes Partner data solely for the purpose of operating the Program, processing Commission payments, and complying with legal obligations.

10.4 Tracking Data

Tracking data collected through the Tracking System (click data, conversion data, device identifiers) is processed by TribuShare for the sole purpose of attributing Commissions and detecting fraud. This data is not sold to third parties. Aggregated, anonymized tracking data may be used for platform analytics and product development.

11. Confidentiality

Any non-public information provided by TribuShare or a Creator in connection with the Program — including Campaign terms, conversion data, Creator content roadmaps, or pricing strategies — is confidential. Partners agree to: (i) hold such information in strict confidence; (ii) use it only for the purpose of performing their obligations under this Agreement; and (iii) not disclose it to any third party without TribuShare's prior written consent, except as required by applicable law.

This confidentiality obligation survives termination of this Agreement for a period of three (3) years from the date of disclosure.

12. Term and Termination

12.1 Term

This Agreement commences upon activation of your Partner Account (Section 4.1) and continues until terminated pursuant to this Section.

12.2 Termination by Either Party

Either party may terminate this Agreement for any reason upon 30 days' prior written notice. Upon termination for convenience, the Partner retains the right to receive all validly accrued Commissions for Qualifying Purchases completed before the termination effective date.

12.3 Immediate Termination by TribuShare

TribuShare may terminate this Agreement immediately and without prior notice where:

• The Partner engages in any Prohibited Activity listed in Section 8
• The Partner materially breaches any provision of this Agreement and fails to remedy such breach within 5 business days of written notice
• TribuShare receives a credible report of fraudulent activity associated with the Partner's account
• The Partner's primary TribuShare Account is suspended or terminated
• Continuation of the Partner Account would expose TribuShare to legal or regulatory risk

12.4 Effect of Termination

Upon termination for any reason: (i) the Partner must immediately cease using all Partner Links and Promotional Materials; (ii) the Partner's access to the Partner Dashboard will be revoked; (iii) the limited IP licenses in Section 9 terminate immediately; (iv) accrued Commissions will be processed in accordance with Section 12.5.

12.5 Commission Treatment on Termination

On termination for convenience (by either party): all validly accrued Commissions for Qualifying Purchases completed before termination remain payable and will be included in your next payout under Section 5.5, subject to the normal 30-day pending period and verification procedures.

On immediate termination for cause (Section 12.3): TribuShare reserves the right to withhold all accrued Commissions pending investigation. Commissions earned through Prohibited Activities will be forfeited. Commissions for legitimate, verified Qualifying Purchases unconnected to the breach will be released for payout within 90 days.

12.6 Program Modification and Suspension

TribuShare reserves the right to modify, suspend, or terminate the Program as a whole at any time. In the event of program-wide suspension or termination, TribuShare will provide at least 30 days' written notice where reasonably practicable. All validly accrued Commissions will be paid upon program termination.

12.7 Survival

Sections 8 (Prohibited Activities), 9.3 (IP Restrictions), 10 (Data Protection), 11 (Confidentiality), 12.5, 13 (Liability), and 14 (Governing Law) survive termination of this Agreement.

13. Warranties, Disclaimers, and Limitation of Liability

13.1 Disclaimers

The Program is provided "as is" and "as available". TribuShare makes no warranties regarding: (i) the availability or continuity of the Program; (ii) the level of Commissions achievable; (iii) the performance of Promotional Materials; or (iv) the uninterrupted operation of the Tracking System. TribuShare expressly disclaims all implied warranties, including merchantability and fitness for a particular purpose.

13.2 Partner Warranties

You represent and warrant that: (i) you are legally authorized to enter into this Agreement; (ii) your participation in and promotional activities under the Program do not infringe any third-party rights or violate any applicable law; and (iii) all information provided to TribuShare in connection with your Partner Account is accurate and current.

13.3 Limitation of Liability

To the fullest extent permitted by applicable law, TribuShare's aggregate liability to a Partner for all claims arising from or in connection with the Program shall not exceed the total Commissions paid to that Partner in the three (3) months preceding the event giving rise to the claim. TribuShare shall not be liable for any indirect, consequential, incidental, special, or punitive damages — including lost profits or lost Commission opportunities.

13.4 Indemnification

You agree to indemnify, defend, and hold harmless SYLOE GROUP, SAS, its officers, directors, employees, agents, and Creators participating in the Program from and against all claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising from: (i) your breach of this Agreement; (ii) your Prohibited Activities; (iii) your violation of applicable law; or (iv) any third-party claim arising from your promotional activities.

14. Governing Law and Disputes

14.1 Governing Law

This Agreement is governed by the laws of France, without regard to its conflict of law provisions.

14.2 Informal Resolution

Before initiating formal proceedings, both parties agree to attempt good-faith negotiation for 30 days following written notice of any dispute. Contact: legal@tribushare.com.

14.3 Mediation and Jurisdiction

If informal resolution fails, disputes shall be submitted to mediation administered by the Paris Centre for Mediation and Arbitration (CMAP). If mediation fails within 60 days of mediator appointment, the dispute shall be resolved by the Tribunal de Commerce de Paris (Commercial Court of Paris), France, with exclusive jurisdiction.

Virtual mediation (via videoconference) is expressly permitted to facilitate practical resolution for internationally-based Partners.

14.4 Language

This Agreement is drafted in English. In the event of any conflict between the English version and any translation, the English version prevails.

15. General Provisions

15.1 Entire Agreement and Document Hierarchy

This Agreement, together with the Terms of Service, the Privacy Policy, and the terms of each Campaign you participate in, constitutes the entire agreement between TribuShare and the Partner. In the event of conflict: (1) a Campaign's terms prevail on Commission-specific matters for that Campaign; (2) this Agreement prevails on Partner Program matters generally; (3) the Terms of Service governs all other matters.

15.2 Amendments

TribuShare may amend this Agreement at any time by posting revised Terms to the Partner Dashboard or sending email notice. Material amendments take effect 30 days after notice. Continued participation after the effective date constitutes acceptance. If you do not accept an amendment, you must terminate your Partner Account before the effective date.

15.3 Independent Contractor

The relationship between you and TribuShare is that of independent contractors. Nothing in this Agreement creates a partnership, employment, agency, joint venture, or franchise relationship. You have no authority to make representations, incur obligations, or enter into agreements on behalf of TribuShare or any Creator.

15.4 Assignment

You may not assign or transfer your Partner Account or rights under this Agreement without TribuShare's prior written consent. TribuShare may assign this Agreement to an affiliate or successor entity in connection with a corporate restructuring.

15.5 Severability and Waiver

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions continue in full force. TribuShare's failure to enforce any provision does not waive its right to enforce that provision in the future.

15.6 Notices

Notices under this Agreement shall be sent to: legal@tribushare.com (for TribuShare), and to the email address associated with your Partner Account (for Partners). Email notices are effective upon confirmed receipt.

16. Acceptance

16.1 Digital Acceptance — Web Enrollment (Standard)

BY ACCEPTING THIS AGREEMENT WHEN CREATING YOUR PARTNER PROFILE, OR BY USING YOUR PARTNER LINKS, YOU CONFIRM THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO THIS PARTNER PROGRAM AGREEMENT IN ITS ENTIRETY, THE TERMS OF SERVICE, AND THE PRIVACY POLICY.

16.2 Manual Signature — Enterprise Referral Partnerships

For enterprise-level or custom referral partnership agreements, this Agreement may be executed by manual or electronic signature (DocuSign, Yousign, or equivalent). Both methods have equal legal effect. A signed version prevails over a digitally accepted version in the event of conflict.

Enterprise and custom partnership signature blocks are provided in the dedicated contract document sent via DocuSign. Contact legal@tribushare.com for Enterprise partnerships.