APPENDIX TO TERMS OF SERVICE FOR THE REFERRAL PROGRAM

Introduction

This Appendix to the Terms of Service defines the rules and conditions for participation in the XpadPro Referral Program. The agreement is established between XpadPro (www.xpad.pro) and its partners, including influencers, Key Opinion Leaders (KOLs), and other individuals or companies (hereafter referred to as "partners") who participate in the program.

23. Obligations and Description

23.1 Gratitude and Recognition
XpadPro expresses sincere appreciation to all partners for their active participation and contribution to the venture investment ecosystem. We highly value loyalty, transparency, and long-term collaboration. These principles form the foundation of our relationship with our partners and guide all interactions within the XpadPro Referral Program.

23.2 Agreement with Terms
By enrolling in and participating in the XpadPro Referral Program, partners expressly acknowledge and agree to be bound by the XpadPro Terms of Service, which are made available on the official website. Partners also agree to comply with all applicable laws and regulations governing their participation in the program.

Any failure to comply with these Terms or the obligations outlined in the Referral Program may result in one or more of the following actions:

• Suspension of Referral Rewards: Temporary suspension of referral rewards until compliance is restored or the issue is resolved.

• Termination of Partnership: Permanent termination of the partner’s relationship with XpadPro, including the loss of rights to future earnings.

• Return of Referral Rewards: XpadPro reserves the right to demand the return of any previously earned referral rewards in cases of significant violations, including but not limited to fraud, breach of trust, or failure to deliver agreed-upon services.

23.3 Responsibility for Compliance
It is the responsibility of the partner to ensure that their activities under the XpadPro Referral Program comply with the applicable legal and regulatory requirements in their jurisdiction. XpadPro assumes no liability for any consequences arising from a partner’s failure to comply with local laws, and partners are encouraged to seek legal counsel where necessary.

23.4 Terms Updates
XpadPro reserves the right to modify or update these Terms of Service at any time without prior notice to partners. Such updates will be posted on the official website and will take effect immediately unless otherwise stated.

While XpadPro will make reasonable efforts to notify partners of significant changes to the Terms, including through email notifications or in-platform alerts, it remains the partner’s sole responsibility to regularly review the Terms of Service for updates.

23.5 Retroactive Changes
Any modifications to the Referral Program Terms will not affect previously earned referral rewards unless such changes are necessary to comply with legal requirements or correct errors. XpadPro will ensure that partners are informed of any significant changes before they take effect.

23.6 Violations and Misconduct
Examples of actions that may be deemed violations of these Terms include, but are not limited to:

• Failure to fulfill promotional obligations as agreed upon.

• Engaging in fraudulent or unethical marketing practices.

• Misrepresentation of XpadPro or the Referral Program to potential customers.

• Failure to comply with the laws and regulations governing the partner’s activities.

• Use of bots or automated systems to generate artificial traffic or leads.

• Involvement in or association with illegal activities.

In the event of such violations, XpadPro may immediately suspend or terminate the partner’s participation in the program, with or without notice. The platform also reserves the right to withhold or reclaim any accumulated referral rewards.

23.7 Automated Payouts in a Decentralized Environment
As XpadPro operates in a decentralized environment, all referral payouts are automated through smart contracts and are executed without manual intervention. Partners acknowledge and agree that:

• Referral payouts are calculated and distributed automatically based on the smart contract rules.

• Partners must ensure that they are providing services commensurate with the referral rewards they receive.

• If XpadPro determines that a partner has failed to deliver the agreed-upon services or has violated these Terms, XpadPro reserves the right to suspend or reclaim referral payouts and, in cases of severe violations, demand the return of previously distributed rewards.

23.8 Refund and Payment Suspension Policy
In cases where a partner fails to meet their obligations or violates any of the Terms of Service, XpadPro reserves the right to:

• Suspend referral payments temporarily while the issue is under investigation.

• Permanently freeze or terminate payments if the violation is confirmed.

• Demand a full refund of all referral rewards that have been distributed to the partner if services were not rendered or obligations were not met.

If necessary, XpadPro may also reclaim any accumulated but unpaid rewards. The decision to suspend, reclaim, or terminate payments is final and binding and will be enforced automatically through smart contracts.

23.9 Ongoing Obligations
Partners agree to update all public and promotional information, including advertising materials, upon request by XpadPro. This includes ensuring that all content accurately reflects the current offerings of XpadPro and adheres to the branding and marketing guidelines provided by XpadPro. Failure to update promotional materials in a timely manner may result in the suspension of referral rewards.

All updates and changes must be made according to instructions provided by XpadPro’s verified representatives, whose identities can be confirmed through the verification system at: https://xpad.pro/verify.

23.10 Indemnification
Partners agree to indemnify and hold harmless XpadPro from any and all liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) arising out of or related to any claims or actions resulting from the partner’s participation in the Referral Program, including but not limited to the partner’s violation of these Terms or any applicable laws.

23.11 Dispute Resolution
In the event of any disputes arising from the referral partnership, XpadPro and the partner will make good-faith efforts to resolve the issue amicably. If a resolution cannot be reached, the dispute will be settled in accordance with the decentralized arbitration procedures outlined in the XpadPro Terms of Service.

24. Referral Program

24.1 Eligibility
The referral program is available exclusively to verified partners who meet XpadPro’s eligibility criteria. These criteria include but are not limited to:

• The partner must be at least 18 years of age or meet the legal age of majority in their jurisdiction.

• The partner must comply with all applicable local, national, and international laws related to marketing, advertising, and participation in cryptocurrency-related activities.

• The partner must complete the Know Your Customer (KYC) verification process if required by XpadPro or as mandated by applicable regulations. This verification process may be conducted through a third-party service provider, and participation in the referral program is contingent on successful verification.

• The partner must not be located in any restricted jurisdiction where cryptocurrency activities are prohibited or highly regulated.

24.2 Profit Acquisition
Partners are entitled to earn referral rewards by sharing their unique referral link, provided through their partner account, with potential new users of XpadPro. Referral rewards are calculated based on the number and quality of referrals generated by the partner, in accordance with the specific conditions laid out in the referral program.
Key points include:

• Referral Link: Each partner receives a unique referral link, which must be used by referred users during their registration on XpadPro.

• Qualifying Conditions: Referral rewards are only granted when the referred user meets the qualifying conditions, such as successfully completing KYC (if required), making a minimum investment on the platform, or engaging in other specified activities on XpadPro.

• Compliance: The partner must follow the instructions provided on the referral page, and failure to comply with these conditions may result in forfeiture of rewards.

24.3 Automatic Payments
Referral payouts are processed automatically in XpadPro's decentralized environment using smart contracts. This ensures that:

• Transparency: All referral rewards are publicly recorded on the blockchain, ensuring transparency for both XpadPro and the partner.

• Automatic Processing: Once the referral conditions are met, payouts are processed automatically, without the need for manual intervention. Partners can view the status of their payouts through the XpadPro platform or blockchain explorer.

• Timeliness: Payments are made in real time based on the terms defined in the smart contract, ensuring that partners are rewarded promptly.

However, XpadPro reserves the right to:

• Temporary Suspension: Temporarily suspend or delay payouts in the event of suspected violations of the Terms of Service, technical issues, or necessary compliance checks.

• Permanent Freezing: Freeze or permanently withhold payments if it is determined that the partner has engaged in fraudulent activities, violated local laws, or failed to meet their obligations under the referral program.

24.4 Referral Program Conditions
The referral program is designed to reward partners based on the volume and quality of their referrals. However, partners must carefully review and understand the following conditions:

• Quality of Referrals: Rewards may vary depending on the quality of the referred users, such as whether the user is actively engaging with the platform or making meaningful investments. XpadPro reserves the right to audit the quality of referrals and adjust rewards accordingly.

• Referral Tiers: The program may include tiered rewards, where partners can earn progressively higher payouts for referring a larger number of users or high-value investors. These tiers will be clearly outlined on XpadPro’s referral page.

• Compliance with Advertising Standards: Partners must adhere to the advertising and marketing guidelines provided by XpadPro. Any misleading, fraudulent, or non-compliant marketing practices may result in the loss of referral rewards and/or termination from the referral program.

• Prohibited Marketing Practices: Partners must not engage in deceptive practices such as:

  • Misleading claims about the platform’s services or referral program.

  • Using automated tools, bots, or fake accounts to artificially inflate referral numbers.

  • Engaging in spam, unsolicited advertising, or any other form of unauthorized marketing to promote XpadPro’s services.

24.5 Service Delivery Obligation
Partners must ensure that they deliver the agreed-upon promotional services corresponding to the rewards they earn through the referral program. XpadPro has the right to:

• Evaluate Services Rendered: If it is determined that the partner has not delivered the necessary services or that their performance is not aligned with the value of the rewards received, XpadPro may demand the return of previously earned rewards.

• Reclaim Funds: XpadPro reserves the right to withhold or reclaim accumulated referral rewards if the partner fails to meet their obligations or violates any terms of the referral program.

24.6 Refund and Penalty Policy
In cases where the partner does not fulfill the obligations associated with the referral program, XpadPro reserves the right to demand a refund of the total amount of referral rewards received. The refund amount will be calculated based on the services rendered, minus any penalties for unfulfilled obligations.

• Full Refund Requirement: If XpadPro determines that no significant services were provided, the partner may be required to return the full amount earned through the referral program.

• Partial Refunds: In cases where only partial services were rendered, XpadPro may demand a proportionate refund relative to the services provided.

• Penalties: If a partner’s misconduct results in reputational or financial damage to XpadPro, additional penalties may be imposed, including the forfeiture of future referral rewards.

24.7 Discontinuation of Program
XpadPro reserves the right to discontinue or modify the referral program at any time. In the event of discontinuation:

• Notification: Partners will be given prior notice, and no further referral rewards will be granted for new referrals after the effective date of discontinuation.

• Existing Rewards: Any unpaid rewards for existing referrals will be processed and paid out in accordance with the terms of the program.

25. Rights and Guarantees

25.1 XpadPro Rights
XpadPro retains the authority to manage and oversee the integrity of its referral program. As such, XpadPro reserves the right to suspend, freeze, or terminate referral payouts to partners in the following situations:

• Technical Failures: In the event of technical issues within the decentralized platform, blockchain network, or smart contract systems, XpadPro may temporarily suspend payouts until the problem is resolved.

• Misconduct or Violation of Terms: If a partner is found to be in violation of the Terms of Service, Referral Program Conditions, or any other applicable policies, XpadPro reserves the right to suspend or terminate that partner's participation in the program. This includes any activities that are deemed harmful to XpadPro's reputation or operations.

• Fraudulent Activities: Any suspicion or confirmation of fraudulent activities, including but not limited to, spam, manipulation of referral numbers, use of fake accounts, or engagement in unethical marketing practices (such as deceptive advertising or violating local advertising laws) will result in immediate suspension or termination of referral program payouts.

• Unfulfilled Obligations: XpadPro reserves the right to suspend payouts if it is determined that the partner has not fulfilled their obligations under the referral program, including delivering services in exchange for rewards earned.

25.2 Payout Guarantees
While XpadPro strives to ensure timely and accurate referral payouts, these payouts are subject to the operational integrity of the decentralized platform. XpadPro does not guarantee referral payouts in the following scenarios:

• Hacking or Cybersecurity Breaches: In cases of hacking attacks, cyber theft, or other cybersecurity-related breaches that affect the platform or the partner’s assets, XpadPro is not liable for any loss of referral rewards. Partners must take necessary precautions, such as using secure wallets and following best practices for online security.

• Regulatory Changes: If legal or regulatory changes occur that affect the legitimacy of cryptocurrency-related activities, referral payouts may be delayed, reduced, or canceled. For example, if a jurisdiction enacts laws that prohibit cryptocurrency usage or limits blockchain activities, payouts to partners in those regions may be subject to local legal restrictions.

• Force Majeure: Referral payouts will not be guaranteed in situations where force majeure events occur, including but not limited to:

  • Natural Disasters: Earthquakes, floods, or other acts of nature that disrupt XpadPro’s operations.

  • War or Armed Conflict: Any armed conflict, civil unrest, or other political instability affecting XpadPro’s operational ability.

  • Pandemics: Global pandemics or health emergencies that impact XpadPro’s ability to maintain regular operations.

  • Government Actions: Regulatory or governmental decisions that limit or restrict cryptocurrency activities or XpadPro’s services in certain regions.

In all such cases, XpadPro will make reasonable efforts to notify partners about disruptions to referral payouts but will not be held accountable for losses beyond its control.

25.3 Refund and Recovery of Funds
XpadPro reserves the right to take corrective action if a partner fails to fulfill their obligations under the referral program or violates any of the agreed-upon terms and conditions. In such cases, XpadPro may:

• Demand Refund of Rewards: If a partner has received referral rewards based on incomplete or unfulfilled obligations, XpadPro reserves the right to demand a refund of the full or partial amount of those rewards. This may include any previously earned referral payouts that were improperly earned through violation of terms, unethical practices, or failure to deliver services.

• Withhold Future Payments: XpadPro may suspend or withhold future referral payouts in situations where the partner’s conduct or performance falls short of the required standard, until any issues are resolved or obligations are fulfilled.

• Recover Funds: In cases of significant breach of agreement or misconduct, XpadPro reserves the right to recover the total amount of funds earned through the referral program. This recovery may be pursued through the following means:

  • Offsetting Future Earnings: XpadPro may offset the amount to be recovered against any future referral rewards or other payouts due to the partner.

  • Reclaiming Payouts: In cases of severe breach, XpadPro may initiate formal recovery processes to reclaim funds, including legal or arbitration proceedings, as necessary.

All actions taken by XpadPro in relation to refund or recovery of funds will be in full compliance with applicable laws and the terms set forth in the Referral Program Agreement.

26. Partner Rights and Obligations

26.1 Service Provision and Reporting
Partners who participate in the XpadPro referral program are required to provide services that correspond to the full amount they receive through referral payouts. These services may include promotional activities, marketing efforts, or other forms of partnership agreed upon under the referral program.

• Performance Reporting: XpadPro reserves the right to request periodic reports from partners to verify the services provided and ensure compliance with the terms of the referral program. These reports may include data on referral traffic, conversion rates, promotional activities, and other performance metrics relevant to the partner's participation.

• Transparency and Accountability: Partners must ensure that the services provided are consistent with the agreed terms and in line with XpadPro’s values of transparency and ethical conduct. Any deviation from the agreed services may result in corrective actions, including the suspension of future payouts or recovery of previously earned rewards.

26.2 Refund Policy
If a partner decides to discontinue their participation in the referral program or fails to provide the agreed-upon services, XpadPro reserves the right to demand a refund of the referral rewards earned under the following conditions:

• Full Refund: If the partner discontinues their services before delivering the required performance, they must refund the entire amount earned through the referral program. The refund amount will be determined by XpadPro, taking into consideration the services rendered and the remaining obligations.

• Partial Refund: If a partner has provided some services but has not fulfilled the full agreement, XpadPro may calculate a partial refund, deducting the value of the services already provided from the total referral rewards earned.

• Refund Procedure: Partners are obligated to return the required amount promptly upon XpadPro's request. Failure to comply with the refund request may result in the suspension of future participation in the program or legal actions to recover funds.

26.3 No Amendments to Terms by Partners
Partners do not have the authority to modify the terms of the referral program once the agreement has come into effect. This includes:

• Pricing Policy: Partners cannot alter the agreed pricing structures, payout terms, or other financial arrangements after entering the referral program.

• Agreement Activation: This agreement becomes binding as soon as the partner receives their first payout from the referral program or begins their first promotional activity under the partnership.

• Finality of Terms: All terms, conditions, and agreements related to the referral program are considered final once the partner engages in the program. Any changes or requests for modifications must be formally approved by XpadPro and cannot be unilaterally made by the partner.

26.4 Data Updates and Compliance
Partners are responsible for maintaining up-to-date and accurate public and advertising data related to their participation in the referral program. This includes:

• Advertising and Promotional Content: Partners must ensure that all marketing materials, advertisements, and public-facing content related to XpadPro are accurate, up-to-date, and compliant with the platform’s branding guidelines. If requested by XpadPro, partners must promptly update any content to reflect new information, promotional offers, or changes in the platform’s services.

• Requests from Verified Representatives: Partners are required to comply with requests for data updates or modifications from XpadPro’s verified representatives. These representatives can be verified via the official XpadPro verification page: https://xpad.pro/verify. Failure to comply with these requests may result in suspension or termination from the referral program.

• Compliance with Local Laws: Partners must ensure that all advertising and promotional activities comply with local laws and regulations in their respective jurisdictions. This includes adherence to legal requirements related to advertising practices, consumer protection, and data privacy.

27. Final Provisions

27.1 Agreement with Terms
Before participating in the referral program, all partners must confirm their agreement with these Terms of Service and any relevant policies set forth by XpadPro. Participation in the referral program automatically constitutes full acceptance of these terms, and partners agree to abide by the rules, responsibilities, and obligations outlined in this agreement.

• Binding Agreement: By engaging in the referral program, partners acknowledge that this agreement is binding, and all terms must be followed without exception. Partners agree that they will not contest the terms once participation has begun, whether by earning referral rewards or engaging in promotional activities.

27.2 Compliance with Laws
Partners are responsible for ensuring that their participation in the referral program is fully compliant with all applicable laws in their jurisdiction. This includes but is not limited to:

• Cryptocurrency Regulations: Partners must verify that their participation does not violate any local, national, or international regulations related to the promotion and use of cryptocurrencies.

• Marketing Laws: All marketing activities conducted by partners must comply with advertising laws, consumer protection regulations, and any legal restrictions governing promotional activities.

• Jurisdictional Restrictions: Partners guarantee that their participation in the program is not restricted by any sanctions or legal limitations imposed by their country or region. XpadPro holds the right to suspend or terminate the agreement if partners are found to be in violation of legal compliance.

27.3 Risk Understanding
Partners acknowledge and accept the risks inherent in participating in a decentralized ecosystem, which may include but are not limited to:

• Technical Failures: Partners understand that decentralized platforms may face potential technological risks such as smart contract vulnerabilities, cybersecurity threats, or blockchain network outages, which could affect the referral program.

• Market Volatility: Partners recognize that the cryptocurrency market is highly volatile and that the value of digital assets, including those earned through referral programs, may fluctuate significantly, potentially resulting in financial loss.

• Legal Changes: Partners agree to monitor any changes in laws and regulations that could impact their participation in the referral program. XpadPro is not liable for changes in legislation that may restrict or prevent the use of cryptocurrencies in certain jurisdictions.

• KYC and AML Compliance: Partners confirm that they have undergone or will undergo XpadPro’s Know Your Customer (KYC) and Anti-Money Laundering (AML) procedures where required. Partners guarantee that they are not associated with entities or individuals involved in illegal activities, including but not limited to terrorism, fraud, or money laundering. Non-compliance with these checks may result in termination from the program.

27.4 Integral Part of Terms of Service
This Appendix is an integral component of XpadPro’s overall Terms of Service and must be adhered to alongside all other platform terms and conditions. By participating in the referral program, partners agree that this document, in conjunction with the primary Terms of Service, forms a complete and enforceable contract between themselves and XpadPro.

• Unified Agreement: All provisions outlined in this Appendix work in conjunction with the broader Terms of Service and cannot be treated separately. Any breach of the terms outlined in this Appendix or the primary Terms of Service may result in suspension or termination of participation in the referral program, as well as the potential recovery of funds earned through the program.

• Revisions and Updates: XpadPro reserves the right to revise this Appendix and the main Terms of Service as needed. Partners are responsible for regularly reviewing these updates and ensuring continued compliance with all applicable terms. Failure to comply with updated terms may result in immediate termination from the referral program.

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