Partnership Program Agreement

1. Definitions

In this Agreement the following terms shall have the meanings set out below:

• "Partner" means any individual or entity accepted into the Derayah AI Capital partnership program as an affiliate, introducing broker or referral partner.
• "Referred Client" means a new client who registers and opens a trading account with Derayah AI Capital as a direct result of the Partner's referral activity.
• "Commission" means the compensation paid by Derayah AI Capital to the Partner for each qualifying referral, as set out in the applicable commission structure.
• "Referral Link" means the unique tracking link provided by Derayah AI Capital to the Partner for use in referral activities.
• "Net Revenue" means the revenue generated by Derayah AI Capital from referred clients after deducting applicable costs, fees and charges.

2. Partnership Types

Derayah AI Capital offers the following partnership arrangements:

2.1 Affiliate Partner

Affiliate partners promote Derayah AI Capital through online marketing channels such as websites, blogs, social media, email marketing and other digital platforms. Affiliates earn commissions based on the trading activity of referred clients.

2.2 Introducing Broker (IB)

Introducing brokers refer clients directly to Derayah AI Capital and may provide ongoing client support and relationship management. IBs typically earn commissions based on the trading volume generated by their referred clients.

2.3 Referral Partner

Referral partners refer individual clients through personal networks and relationships. Referral partners earn a one-time or ongoing commission for each qualifying referred client.

3. Application and Approval

3.1 Application Process

To become a partner, you must submit a partnership application through the Derayah AI Capital website or by contacting our partnerships team. Your application must include accurate and complete information about yourself and your intended promotional activities.

3.2 Approval

Derayah AI Capital reserves the right to approve or reject any partnership application at its sole discretion without being required to provide reasons. Approval is subject to:

• Successful completion of our due diligence and compliance checks
• Verification of your identity and business information
• Assessment of your proposed marketing methods and channels
• Compliance with all applicable laws and regulations

4. Partner Obligations

As a partner of Derayah AI Capital, you agree to:

• Promote Derayah AI Capital honestly, accurately and in compliance with all applicable laws and regulations
• Not make any false, misleading or exaggerated claims about Derayah AI Capital's services, products or performance
• Not guarantee returns or profits to potential clients
• Not use spam, unsolicited communications or abusive marketing practices
• Only use marketing materials approved by Derayah AI Capital
• Include all required risk warnings in your promotional materials
• Not target restricted jurisdictions or prohibited client categories
• Maintain accurate records of your referral activities
• Promptly notify Derayah AI Capital of any changes to your contact details or business information
• Comply with all data protection laws when handling personal information of referred clients

5. Commission Structure

5.1 Commission Rates

Commission rates are agreed between Derayah AI Capital and each partner individually and are detailed in the partner's specific commission schedule. Commission rates may vary based on partnership type, referral volume and other factors.

5.2 Qualifying Referrals

A referral qualifies for commission when the referred client:

• Registers through the partner's unique referral link
• Successfully completes the account verification process
• Makes a minimum qualifying deposit as specified in the commission schedule
• Executes a minimum number of qualifying trades as specified

5.3 Commission Payment

Commissions are calculated and paid on a monthly basis, subject to meeting minimum payment thresholds. Payments are made via the payment method agreed with Derayah AI Capital. Derayah AI Capital reserves the right to withhold commission payments pending compliance verification or in cases of suspected fraud or abuse.

6. Prohibited Activities

Partners are strictly prohibited from:

• Self-referrals or referring immediate family members to generate commissions
• Creating fake accounts or using fraudulent methods to generate commissions
• Offering cash rebates or incentives to referred clients without prior written approval
• Using the Derayah AI Capital brand, logo or trademarks without written permission
• Making any representation that you are an employee or agent of Derayah AI Capital
• Engaging in any activity that could damage the reputation of Derayah AI Capital
• Soliciting clients in jurisdictions where Derayah AI Capital's services are not permitted

7. Intellectual Property

Derayah AI Capital grants the partner a non-exclusive, non-transferable, revocable licence to use Derayah AI Capital's approved marketing materials, logos and brand assets solely for the purpose of promoting Derayah AI Capital's services in accordance with this agreement.

This licence does not grant the partner any ownership rights over Derayah AI Capital's intellectual property. All intellectual property rights remain the exclusive property of Derayah AI Capital.

8. Confidentiality

Partners agree to keep confidential all non-public information received from Derayah AI Capital in connection with this agreement, including commission structures, client data and business information. This confidentiality obligation survives termination of this agreement.

9. Term and Termination

9.1 Term

This agreement commences on the date your partnership application is approved and continues until terminated by either party in accordance with the terms below.

9.2 Termination

Either party may terminate this agreement by providing written notice. Additionally, Derayah AI Capital may terminate this agreement immediately if:

• You breach any provision of this agreement
• You engage in fraudulent, deceptive or abusive activities
• You violate any applicable laws or regulations
• Your promotional activities damage the reputation of Derayah AI Capital
• Derayah AI Capital discontinues its partnership program

10. Limitation of Liability

Derayah AI Capital shall not be liable to the partner for any indirect, incidental, special or consequential losses arising from this agreement, including but not limited to loss of profits, loss of business or loss of anticipated commission.

The partner shall indemnify and hold Derayah AI Capital harmless from any claims, losses or damages arising from the partner's breach of this agreement or any applicable law.

11. Amendments

Derayah AI Capital reserves the right to amend this Partnership Program Agreement and the applicable commission structure at any time. Partners will be notified of material changes by email or through the partner portal. Continued participation in the partnership program following notification of changes constitutes acceptance of the amended terms.