Merchant Terms

Price Fighter is a branded surface or Site of Price Fighter operated by ChaChing; for detailed legal and corporate information please see below under ‘Country of Operation’. As Merchant you are participating in the Price Fighter Platform as well as in the ChaChing multi surface Platform which means ChaChing will place your Listings on all branded surfaces or Sites operated by ChaChing Platform including Price Fighter. If you wish to limit your participation to a specific surface or Site, i.e., Price Fighter, please contact Price Fighter at support@price-fighter.com in writing through your Platform account or as set forth below under Contact Details.

All merchants signing up to, and operating on, the Price Fighter Site through the ChaChing multi surface Platform must agree to the terms of service (“ToS”) set forth herein; where a merchant signs up to, or participates in the Price Fighter Platform and the ChaChing Platform through an affiliate network, the merchant must in addition to these ToS, accept the advertiser affiliate network terms of service.

This page contains explanations as to which specific set of terms and additional contractual documents will apply to you. Note that multiple terms and contractual documents might apply to you depending on your activity and depending on the way a relevant affiliate network, if you access the Platform through an affiliate network, operates its business, so please read this page and the ToS carefully.

By consenting to these terms and accessing the Price Fighter Interface directly or through an Affiliate Network, as such terms are defined in the ToS, You agree to participate in the Price Fighter Site and Services, the ChaChing multi surface Platform and in the Network (if any) and related activities strictly only in accordance with these ToS. You also agree to the terms of Price Fighter’s privacy policy, which can be found here:

Contact Details

For more information visit the Price Fighter Support Portal atfor commonly asked Merchant questions or reach out to us via email at support@price-fighter.com.

Country of Operation; ChaChing

If Your company is incorporated in the United States of America, or operates lawfully as merchant in the United States of Amercia, and you are participating in Price Fighter’s US Platform, any reference to “Price Fighter” and to “ChaChing” in these ToS is to Price Fighter LLC and to ChaChing Transactions LLC, respectively, both companies incorporated in Nevada, US.

If Your company is incorporated in the United Kingdom, or operates lawfully as merchant in the United Kingdom, and you are participating in Price Fighter’s UK Platform, any reference in these ToS to “Price Fighter” is to Price Fighter LLC, a company incorporated in Nevada, US, and to “ChaChing” is to ChaChing Transactions Ltd, a company incorporated in London, UK.

Which data processing provisions apply

The data processing rules (which can be found in the privacy policies referenced above) that apply to you whether or not you process personal data of certain individuals are as follows:

GDPR applies if You participate in Price Fighter's UK Platform with ChaChing Transactions Ltd and process UK data subjects' data.

U.S. Privacy rules and regulations apply if You participate in Price Fighter's US Platform and process the personal information of U.S. residents.

Specific Terms for Volumetric Pricing and Community Buying

In case you choose in the Interface to participate in Price Fighter's volumetric pricing or community buying program ("VPP") operated by ChaChing, the following additional terms apply:

i. Any sales in connection with VPP, shall be subject to the relevant progressively upscaling commission Fee provided for and agreed through the Interface and, if accessed through a Network, the direct agreement (if any) between ChaChing and Merchant, both in terms of upscaling of commissions payable by Merchant, and progressively downscaling of any related Network fees (if any), including administrative fees. All commission Fee percentages, rates and fee rates in connection with VPP shall be applied to raw sales volumes, i.e., there will be no volumetric adjustments, such as, e.g., for returns or refunds, following initial sales.

ii. Prices for specific goods and services agreed and applied by ChaChing in connection with a VPP Listing shall remain continuous, i.e., unchanged and not be adjusted or varied by Advertiser throughout the given VPP program term of a specific product listed under VPP; this principle is of material significance for the success of the VPP.

iii. Attribution and tracking methods in connection with sales shall in all cases take ChaChing data and mechanisms into account irrespective of whether a Network is involved. ChaChing attribution is implemented as a combination of purchase signals as reported by Network (if any) and ChaChing's proprietary purchase monitoring technology which is a combination of tracking Consumer user action, a "click", and monitoring transactions as sent from payment providers. Any discrepancy between attribution as reported by the Network (if any), Merchant and ChaChing's proprietary attribution algorithm will be subject to primary reliance on ChaChing's specific attribution mechanisms.

Terms of Service and Self Standing Merchant Undertaking

Last revised: October 2025.

By consenting to these ToS and accessing the Price Fighter Platform, Interface or ChaChing services, directly or through an Affiliate Network, You agree to participate in such activity strictly in accordance with these ToS.

IN CASE OF ACCESSING PRICE FIGHTER THROUGH AN AFFILIATE NETWORK, YOU SPECIFICALLY AGREE TO THE SELF-STANDING PAYMENT AND NOTIFICATION UNDERTAKINGS CONTAINED IN, INTER ALIA, SECTIONS 7 AND 8 OF THE TOS.

These ToS govern the use as an Advertiser and Merchant of the Price Fighter Platform and the Website related thereto made available or operated by ChaChing from time to time.

The ChaChing entity set forth above is referred to as "we", "us", or "ChaChing"; "You" or "User" or "Merchant" also refers to You as Merchant user of the Price Fighter Platform, Site and Services and the ChaChing multi surface platform and services.

1. General Information

User expressly agrees to be bound by these ToS and represents that User, and any person acting, or purporting to be acting, on User's behalf in connection with the Site and the Services, is duly authorized to agree to all aspects of the ToS and transact and interact as provided for herein. These ToS represent a legal document and govern the rights and obligations amongst Price Fighter, ChaChing and User as well as dealings with other relevant parties. Price Fighter and ChaChing reserves the right to refuse any party the use of the Site or Services with or without reason and is not responsible if User or anyone on User's behalf or utilizing User credentials accesses the Site or uses the Services in any manner that violates applicable laws and regulations or these ToS.

Access to the Site and use of Services are for User's own commercial use only. By using the Site and Services, User represents and warrants that User desires to be bounds hereby and, in particular, inter alia, all payment obligations and undertaking contained therein, and meets all relevant eligibility requirements.

Definitions

Unless otherwise provided for herein, defined terms shall have the following meaning ascribed to them.

"Advertiser" or "Merchant" means a user interacting with the Site and Services for the purpose of selling and promoting goods and services and soliciting Consumer interest and purchases irrespective of whether as seller, distributor or otherwise representative of a seller.

"Affiliate Network" or "Network" means an ecommerce platform connecting publishers and advertisers on which ChaChing and Advertiser interact to enable sales transactions through the ChaChing Platform as publisher between Advertiser as Merchant and Consumer user with Cash Back, i.e., which provides certain infrastructure through which ChaChing publishes the advertising Merchant's offer for goods and services to ChaChing Consumer users on the ChaChing Platform or Application.

"ChaChing Entities" shall have the meaning provided for in Clause 18.ii and 19.ii.

"CashBack" has the meaning provided for in Clause 7.i.

"Consumer" means a user interacting with the Site and the Merchant for the purpose of participating in ChaChing Cash Back by purchasing goods and services from Merchant.

"Fair Use" has the meaning provided for in Clause 5.ix.

"Fee" or "Commission" has the meaning provided for in Clause 7.i.

"Listing" has the meaning provided for in Clause 5.xi.

"Interface", means, as the case may be, the Merchant account management interface on the Website and Platform in case of direct integration with ChaChing, or, in case of access through an Affiliate Network, means such functionality of the Affiliate Network by which Price Fighter, ChaChing and Advertiser accept and agree to the specific and direct terms and conditions for the publishing and operation of the Listings by ChaChing on the Price Fighter Platform and any sales transactions in connection therewith; in case where an Affliate Network does not provide for a publisher program interface, the terms agreed on the equivalent network program dashboard or advertiser program interface shall be applicable, provided that in any such case these ToS shall prevail.

"Payment Card" means payment cards used as payment method by a Consumer user in connection with a Sale or, as the context may require, payment cards used as payment method by User in connection with payment of the Fee.

"Payment Card Networks" means, payment card networks offering credit and debit cards such as, inter alia, Visa, MasterCard and American Express.

"Personnel" means any officer, employee, contractor or consultant of Price Fighter and of ChaChing, as the case may be.

"Platform" or "App" or "Application" means interchangeably the Price Fighter online and mobile platform and application made available and operated by Price Fighter and ChaChing through the Website or on AppStore or GooglePlay enabling Merchants to place or enable Listings and Consumer users to search for and thereafter buy goods and services on Merchant's stores with Cash Back.

"Price Fighter Entities" shall have the meaning provided for in Clause 18.ii and 19.ii.

"Services" means the Listing and Cash Back, including, inter alia, operation of any of its functionalities, and any other directly related services offered from time to time in connection therewith.

"Site" means the the Price Fighter Website made available by or operated by ChaChing in connection with the Services from time to time, and, if User accesses the Site and Services through a Network, the Affiliate Network program through which ChaChing avails Price Fighter, the services and ChaChing's multi surface services to the participating Merchant, and the Interface.

"Supplier" means a third party provider of services for the purpose of operating the Platform , Site and Services or any aspect connected thereto, including, inter alia, the provision of transaction, attribution and verification data for the Cash Back program.

"User Team" means any personnel interacting with the Site on behalf of or otherwise with the knowledge of User or directly or indirectly using User's access data or access infrastructure in connection with a Listing or a proposed transaction.

"Verification" shall have the meaning provided for in Clause 5.iv.

"Website" means i) the Price Fighter website located at www.price-fighter.com operated by ChaChing, ii) any other branded or proprietary version of the ChaChing multi surface platform and website operated by ChaChing as a distribution surface or platform, and iii) the ChaChing platform at www.chaching.me.

2. Scope of the ToS

i. In addition to the provisions contained in these ToS the privacy policies, statements, rules for use, and other relevant policies announced on the Website and the Interface from time to time constitute the content of the ToS, which shall be incorporated herein by reference. Where such privacy policies, statements, rules for use and other relevant policies are incompatible with these ToS, the more specific provisions, and absent that the more recent provisions, shall have pre-eminence, provided that, where incompatible, these ToS shall have preeminence over those contained in the Interface.

ii. If You do not agree to be bound by any of these ToS, You shall not engage with or use the Site or the Services in any way.

3. Changes to ToS

i. Based on various factors such as, inter alia, compliance, legal and regulatory environment, business environment, security, streamlining, enhancement of User experience, or industry practice, Price Fighter may in its sole discretion at any time unilaterally make changes to the Website, the Services, their features or functionalities, or amend the content of these ToS without consent of, or liability to, the User.

ii. In case of any amendments Price Fighter will notify User in accordance with these ToS and any applicable privacy policy or privacy statement or rules of use by electronic mail, statement on the Site, the Interface, or in the User account. Other than in case of statement on the Site, Interface, or User account, notification will in any case be deemed sufficient and delivered if sent or otherwise made to User's contact details on file with Price Fighter or to messaging functionalities (if any) of the Site; it is User's responsibility to keep User's contact details up to date.

iii. Notifications will be deemed effected of such statement or information being posted or sent; if User does not agree to any notified amendments, User shall immediately cease using the Site or Services. If User continues to use the Site or Services, User shall be deemed to have agreed to the amendments and to the revised ToS then in effect.

iv. All changes provided for in this Clause 3 shall remain subject to mandatory applicable laws and regulations. Where diverging laws and regulations are mandatory for a specific geographic region, service or user, they shall apply to such area, service or user only.

4. Interaction with Participating Users and Third-Party

In accessing and use of the Site and the Services, User may be subject to additional terms, rules, policies, and conditions. By using any part of the Site and using the Services, and related applications, User allows Price Fighter and ChaChing to display and share the relevant information and content, including, e.g., products, brands and images, about User and Listing provided by or on behalf of User with Price Fighter's and ChaChing's participating Consumer users and Suppliers for the purpose of operating User's Listings, promotion of Listings, transaction attribution, and operation of Cash Back transactions and make reference to User, User brand and Listings for Price Fighter and ChaChing marketing and advertising of the Platform.

5. Usage; Security

i. User shall be a duly incorporated legal entity in good standing. User represents that no action has been taken that could lead to User being declared or found insolvent, bankrupt or being wound up or otherwise deregistered and no petition therefor shall be threatened or pending. The User Team acting on behalf of the User represents, and by continuing to use the Site is deemed to have represented, on its own behalf and that of the User, to at all times be appropriately authorised by User to act on such User's behalf in taking actions and making and receiving notifications. User agrees to be bound by the actions of the User Team and that all actions by, and information obtained by, its representative and User Team are fully attributable to User.

ii. User agrees to provide accurate and complete data and shall update such data at any time there is any change. Price Fighter and ChaChing rely on such data in its calculation and commitment to make Cash Back payments to Consumer users upon a sales transaction being effected by User. If information provided by the User is false or not updated in good time, resulting in damages to Price Fighter or ChaChing, User agrees to hold Price Fighter and ChaChing harmless of such damages including related legal and enforcement costs.

iii. At no time shall User or User Team post or provide content, that may be deemed unlawful, unethical, seeking to pass off, in breach of the ToS or user rules of the Site or Service.

iv. Price Fighter may conduct detailed or cursory User verification ("Verification") either directly with its own resources or through third party services such as, inter alia, ChaChing, payment card providers, payment card and company verification tools. User authorizes Price Fighter and its service providers to conduct such verification enquiries and communicate information to third party providers for this purpose. Price Fighter and ChaChing may at any time conduct further in-depth background and verification checks into User's business, or company details, User Team members or goods and services offered or promoted by User in connection with the Sites and Services and Listings thereunder. Following successful submission on the Website and the Interface, User will obtain access to the Platform and Services for its Listings. In case where the Affiliate Network does not operate a direct Price Fighter or ChaChing Interface, successful submission on the Website and engagement with Price Fighter's Services in accordance with the relevant Affiliate Network mechanisms shall enable User to obtain access to the Platform and Services through a Listing strictly in accordance with these ToS.

v. User authorizes Price Fighter and third party providers such s ChaChing to share User and Consumer transaction and payment card information with the relevant Payment Card Network in connection with the execution of the Services to track and attribute Consumer transactions with User and User's Listings and, where applicable, User's affiliates to enable and administer Cash Back transactions, refunds and returns, calculation and collection of Fees, and execution and compliance with these ToS and Price Fighter's Consumer ToS. User authorizes ChaChing and Payment Card Network to monitor transactions to identify qualifying purchases in order to determine whether such have qualified for or earned Cash Back linked to the relevant payment cards, and for the Payment Card Network to share such transaction details with Price Fighter its third party service providers such as ChaChing. The data collected can include registered card identifiers, merchant ID, merchant location, transaction date/time and amount.

vii. Use of the Site and Services is granted to the User only. It is prohibited to temporarily or indefinitely donate, borrow, rent, transfer, sell access rights, the account or otherwise make the access rights, account, username, or password accessible to any individual or legal entity other than User. User and User Team, if any, shall take necessary actions and precautions to safeguard access information, access and account details and only access the site from a secure environment and through legally licensed software and duly authorized and secure internet access.

viii. As further provided for in these ToS and subject to all applicable rules, laws and regulations, User grants Price Fighter and ChaChing a permanent non-exclusive license to display and promote the Listing content and any component thereof to the extent these represent proprietary intellectuval property of User or licensed to User by a third party. Accss to the Site and Services is provided for User's good faith business use only; User shall not access, use, reproduce, redistribute, copy, adapt, modify, license, sell, transfer, publicly display, publicly execute, transmit, broadcast or otherwise develop derivative works of the Services or the Services' content, or links to third party services contained therein, or otherwise use such content to compete with, or further third parties' competition with, the Site or the Services, unless expressly otherwise permitted by the ToS. If User downloads or prints a copy of the content of the Site or Services for permitted use, Price Fighter and ChaChing shall retain the exclusive copyright and other proprietary notice prompts related to the downloaded or printed content. User, User Team or anyone accessing the Site may in no case scrape, crawl or otherwise use spiders, software or other devices to collect any content, user information, or Listing information other than expressly provided for in these ToS.

ix. User and User Team, if any, shall choose sufficiently strong passwords and keep access information and security properly safeguarded. If User has any indication, suspects or finds that the Site may have been illegally accessed or used or that there is any abnormal situation that could adversely affect the security of the Site or security of the use, User shall notify Price Fighter immediately. Price Fighter may immediately suspend in whole or in part registration, access, transaction activity and subsequent processing. Price Fighter and ChaChing shall in no case be liable to compensate User, User Team or any third party in connection with the management, maintenance, operation or security of any User Site account, including, inter alia, in case User details, such as log-on credentials or passwords, are used or accessed by a third party.

x. User agrees to use the Site in good faith, reasonably, and with due regard to the interests of all participants and users to maintain the Site operational as a safe and efficient environment for all consumer and advertiser users ("Fair Use"). All actions or omissions of anyone accessing a User account, where applicable, including User Team, if any, are at all times fully attributable to User irrespective of knowledge of User, legality of access, or any direct or individual liability or accountability of the person conducting such actions.

xi. User authorizes and shall enable Price Fighter and ChaChing to, for the purpose of advertising or promoting the sale of goods or services to Price Fighter Consumer users, display, create, or post a listing of goods or services for sale ("Listing") with sufficient details of the goods and services including, inter alia, key product details, actual or generic images, brands, sales and delivery conditions, prices, communication details, links to the Merchant's sites or stores to conclude the sale of such goods and services, and set the related sales prices, including, inter alia, CPA, CPO, or ROAS, as provided for and agreed in the Site, these ToS, the Affiliate Network, and in the Interface from time to time. Once set and acted upon by Price Fighter and ChaChing through the display of the Listing, such sale terms and conditions, including (expressly) prices, CPA, CPO, or ROAS, may not be amended or rescinded by the Advertiser in respect of such Listing other than in accordance with these ToS. User shall enable Price Fighter, ChaChing, and where relevant the Affiliate Network, to effect, and shall at all times cause to be maintained, the embedding of a tracking pixel or similar other functionality as required by Price Fighter and ChaChing to allow reliable attribution to the Merchant concluding the sale and shall ensure that all Merchant sales details, including refunds, and returns, are being communicated in real time to Price Fighter and ChaChing by User and by the Payment Card Network utilized for the transaction by the Consumer user for payment of the original sale and to receive credit for a refund, return or sales reversal (if any).

Upon creation of a Listing Price Fighter will, subject to these ToS and in its discretion, enable the Listing to be viewed and actioned by Consumer users on the Website. Price Fighter and ChaChing may further make the content of the Listing or parts thereof available for review to users or to third party service providers including, inter alia, through links or promotions and may use information or materials related to the Listing and related transactions, product or usage specific filter information in promotions of the Services or Listings.

xii. Currently, Price Fighter and ChaChing do not allow the Listing of products for which payment is taken from stored value mechanisms, through any form credit arrangements provided with involvement of third party credit providers, or which are subject to any further discounts or vouchers.

6. Contents of this Site

i. As an price finding, advertising and promotional platform, the Platform functions only for Consumer users to search offers for goods and services and for Advertiser to post Listings and promotions with a Cash Back feature. Consumer users thereafter conduct transactions directly with the Merchant online on the Merchant websites. Any resulting sales transactions shall be agreed and performed by the relevant Consumer users directly with the Merchant. Neither Price fighter nor ChaChing are a party to such transactions. In connection with sales transactions resulting from the Consumer user following a Listing, Price Fighter and ChaChing will, apart from surfacing the Listing in the relevant search, only administer Cash Back related to such transactions in accordance with these ToS.

User shall keep Price Fighter informed in real time of any returns, refunds or any other claims of similar nature. User shall upon refund or return not reduce any return or refund amounts, not effect a payment or credit to, or accept a claim from the relevant Consumer user or any third party, or exercise or suffer any form of price reduction, deductions, offset or withholding, for any amounts representing all or a portion of Cash Back received by the Consumer user from Price Fighter or ChaChing; unless otherwise expressly agreed in writing between User and Price Fighter, in case User refunds or returns any amounts in connection with a Cash Back sale to the Consumer user, User shall only effect such refund or return within 30 days from original purchase and only to the payment method, i.e., specific credit or debit card used as payment method for the original purchase and only in full.

IN CASE USER REFUNDS OR RETURNS ANY AMOUNTS IN WHOLE OR IN PART TO A DIFFERENT PAYMENT METHOD OF CONSUMER OR BY OTHER METHODS SUCH AS, INTER ALIA, IN-STORE CREDIT OR VOUCHERS, OR REDUCES THE REFUND OR RETURN AMOUNT TAKING ANY PART OF THE CASH BACK INTO ACCOUNT, THIS WILL NOT RELEASE USER FOM ITS OBLIGATION TO PAY THE FEE TO UNDER THESE TOS IN FULL OR CREATE ANY OBLIGATION OF PRICE FIGHTER TO CREDIT OR REFUND ANY PART OF THE FEE RECEIVED.

ii. Any transaction or contract, if and when concluded, only exists between the relevant Consumer users and Merchant as parties to the transaction. Neither Price Fighter nor ChaChing as service provider to Price Fighter have any actual or contractual relationship, participation or involvement with, or duty of care to, the Merchant or the users in connection with such sales transactions resulting from the operation or provision of the Platform or Services in any form save only in connection with the Cash Back, the Fee and as expressly provided for in these ToS.

iii. The Platform or Services may contain testimonials, reviews or statements provided by users or third parties. Such content is provided to the Platform by such users or third parties and neither Price Fighter nor its service providers such as ChaChing endorse, control nor independently verify the testimonial content. If User has objections or otherwise wishes to notify Price Fighter of any comments, concerns or queries in relation to such testimonials, reviews or statements, User may do so to legal@price-fighter.com and include 'Price Fighter Submission Review' in the subject line; without such designation, Price Fighter will not be able to attempt timely review. Irrespective of such notification and actual review, in no case shall Price Fighter or its service providers such as ChaChing be held liable for any action or omission or lack of action or timeliness in respect thereof and these shall remain entirely in Price Fighter's discretion.

iv. If any of the following circumstances occur in connection with a Listing or in connection with goods or services offered or promoted on or through the Platform, Price Fighter may at any time, with or without notice, remove any or all related information. User shall not offer or promote:

• Items that may be deemed prohibited or restricted by relevant laws and regulations in any relevant jurisdiction
• Items that may be deemed to infringe on intellectual property rights of any nature or interfere with other legitimate rights of others
• Items that may be deemed to be, or to be connected to, market abuse, illegal multi-level marketing or market manipulation, may be deemed insincere, culturally or racially offensive, propagating hate or discrimination or substance abuse of any kind in any relevant jurisdiction, in violation of human rights, harmful to minors, harmful to public health and safety, or subject to boycotts, embargos or sanctions
• Items that may otherwise adversely affect the operation of the Platform or Services or be prohibited in any relevant jurisdiction.

v. It is expressly stated and understood by User that, while Price Fighter may at its discretion conduct high level or spot checks or may have certain measures in place to assist it in identifying contraventions, Price Fighter does not as a matter of course conduct any detailed and in-depth legal review of all promotions, advertising campaigns, Listings, or goods and services offered or terms related thereto nor does it provide diligence on or is liable for vetting of Consumers. At no time shall Price Fighter or any of its service providers be liable to User or any third party if adverse circumstances may have occurred or persisted for any amount of time prior to Price Fighter becoming aware of such content and, at its discretion, conducting a review or suspending or removing such content.

vi. If User at any time finds that any content may be in contravention of above circumstances, please immediately contact: legal@price-fighter.com with 'Price Fighter Contravention' in the subject line and an in-detail description of the relevant circumstances including screenshots where possible; without such designation, Price Fighter will not be able to attempt timely review. Price Fighter may in its sole discretion determine whether and, if so, how to reply to such notification or provide any further information of its review process. Irrespective of receipt of such notification and actual review, neither Price Fighter nor any of its service providers shall in no case be held liable for any action or omission or lack of action or timeliness in respect thereof and these shall remain entirely in Price Fighter's discretion.

vii. User may link to the Website, provided such activity is in good faith, fair use, in respect of normal Platform operation, lawful and does not damage Price Fighter's reputation or takes advantage of it, but User must not establish a link in such a way as to suggest any form of approval, or endorsement on the part of Price Fighter or its service provders such as ChaChing without express written consent. The Platform and Website may enable certain features in connection with social media that enable User to: i) link from User's own or certain third-party websites to certain content on the Platform and the Website, ii) send emails or other communications with certain content, or links to certain content, on the Platform and Website, or iii) cause limited portions of content on the Platform and Website to be displayed or appear to be displayed on User's own or certain third-party websites. User may use these features solely as they are provided, solely with respect to the content they are displayed with, solely for the purpose of promoting a Listing, and otherwise in accordance with these terms and any additional terms and conditions we provide with respect to such features. Subject to the foregoing, User must not: i) establish a link from any website that is not owned by User, ii) cause the Platform and Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking, iii) otherwise take any action with respect to the materials on the Platform and Website that is inconsistent with any other provision of these ToS. While Price Fighter or any of its service providers shall bear no liability whatsoever for the website to or from which User is linking, or on which User makes certain content accessible, such website must comply in all respects with the content standards set out in these ToS. User agrees to cooperate with Price Fighter in preventing or disabling any unauthorized framing or linking immediately. Price Fighter reserves the right to withdraw linking permission without notice. Price Fighter may disable all or any social media features and any links at any time without notice in Price Fighter's discretion. However, neither Price Fighter nor anz of its service providers can, and do not undertake to, review material before it is posted on the Platform, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, neither Price Fighter nor any of its service providers assume liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party.

7. Cash Back

i. ChaChing offers User the ability to use the Platform functionalities consisting of advertisement, promotions, and cash back Listings ("Cash Back") for sales of goods and services where resulting sales transactions are completed between User and the respective Consumer user in accordance with these ToS, any specific terms agreed by Price Fighter with User in, inter alia, the Interface, on the Site, and subject to, as the case may be, User's compliance with Affiliate Network terms and conditions (which will in all cases be subject to these ToS to the extent related to the Platform and Services and any aspect of the Fee and collection thereof).

User hereby agrees to pay to Price Fighter a commission ("Fee") as consideration for referring consumers to User. Price Fighter will give a significant portion of this Fee to Consumer users as Cash Back; the specific amount of such Cash Back remains in Price Fighter's sole discretion and will be notified to User and the Consumer user by Price Fighter in the Listing.

The commission amount constituting the Fee will be exactly as agreed by Price fighter or its service provider ChaChing on behalf of Price Fighter and the User in the User Interface, account or dashboard, and expressed as a percentage (CPA, CPO, or ROAS) of the binding Listing sales price for the relevant goods or services, as further provided for and agreed in the Site, the Interface, and these ToS from time to time.

The Fee will be payable by User to Price Fighter within such time as is further set forth on the Site or in the Interface (if any), but in any case no later than 40 days following the date of the sale of the goods or services related to the Cash Back by User to the relevant Consumer user. There shall be no withholding or offset by User of any kind.

Compensation received by Price Fighter may play a part in whether merchants and their goods and services appear on the Platform, where they are placed, the Cash Back and how Price Fighter promotes them. Neither Price Fighter nor ChaChing as its service provider currently sell or transfer identifiable personal or transaction Consumer data to any merchant outside a sales transaction or to any third party not providing services for the operation of the Platform but may use or transfer aggregated data to enhance its products and services. Participation in the Platform and the opportunity to offer goods and services in connection with Cash Back are offered at the sole discretion of Price Fighter and subject to User's compliance with these ToS. Cash Back will be credited only in the amount clearly stated at time of Listing and only for items bought in a sales transaction; User shall where feasible in any payment or delivery confirmation issued for the goods identify the sale having been subject to the Cash Back.

In case of a good faith return, refund or a reversed sale within 30 days from the sale (unless expressly otherwise agreed with User in the Interface or User's account, if effected in accordance with these ToS, the Fee shall not be payable in connection with the relevant sales transaction.

User shall in no case claim back from Consumer user, or offset or otherwise credit, any portion of the Cash Back Consumer user received from Price Fighter or any portion of the Fee due or paid to Price Fighter by User. User shall as soon as feasible, but no later than 15 days, inform Price Fighter of a return, refund or sale reversal. User shall not permit or process, and Consumer shall not claim, a return, refund or sale reversal after a period ending on the earlier of: i) the date falling 30 (thirty) calendar days following the date of the sale or ii) such date as is in accordance with User's standard store returns or sale reversal policies (if any), provided User has informed Price Fighter of such longer periods in writing prior to any Listing; any returns, refunds or sale reversals after that period shall be at the sole risk of User and Price Fighter is not required to participate in the relevant process and retains its claim to the Fee in full. Consumer users expressly authorize, and User shall support where required, Price Fighter to cancel or, if paid out, charge back, any Cash Back amounts subject to return, refund or reversed sale including, inter alia, charging respective credit cards used in the sale in case of a return, refund or sales reversal.

ii. Integration

In order for ChaChing to process Cash Back for transactions, User must enable and maintain a corresponding Listing, conclude a sale with the relevant Consumer and complete the transaction during the time frame designated in the Platform and the Interface and in accordance with all agreed and applicable transaction terms of service. User undertakes to maintain technically required "cookies" or tracking tools in order for Price Fighter to process attribution and the Cash Back including an appropriate transaction tracking pixel or functionality; if User does not enable, support and maintain those, Price Fighter may not be able to list and process the relevant Listing or Cash Back or accept any return, refund or sales reversal and may retain the right to the Fee because such tools are integral for Price Fighter's operation of such actions.

iii. Cash Back Process

Upon sale of specific goods or services qualifying for Cash Back according to the terms of that Listing, Price Fighter will pay to the Consumer the Cash Back in accordance with the Listing. Price Fighter will not award Cash Back for transactions that are not qualifying or have been concluded prior to being linked through the relevant Listing or have been concluded after the expiry of the transaction completion time applied by the Platform at the time of sale in accordance with the ToS. Price Fighter may limit the number of Cash Back submissions that can be processed by User or a Consumer user for a period of time or a maximum quantity or up to a total transaction value limit, as notified from time to time.

iv. Purchase and Payment Verification; Attribution

Purchase verification software may not always be accurate; Price Fighter and its service providers such as ChaChing may rely on information received from User, the Affiliate Network, and Payment Card Networks and on the the timely, complete and accurate remittance of such information to Price Fighter, including in particular (inter alia) transaction tracking information, payment information, merchant identification, attribution and verification. If User deems transaction information to be inaccurately collected or incomplete, or an item to be improperly identified or reflected, please use the appropriate Interface, Site, and Platform protocols to process and resolve this inaccuracy without delay. It is User's responsibility to review Listing submissions through the Site, Platform and Affiliate Network and information relayed and support material to confirm accuracy. Price Fighter or any of its service providers and other affiliated business, are not responsible for any inaccuracies in this process, and resolution of inaccuracies.

In order to enable Price Fighter to verify, attribute, administer, and perform transactions, transaction payments, payment and Cash Back attribution to goods and services sold, and attribution of returns, refunds or sales reversals, in connection with the Affiliate Network, the following principles apply:

• Price Fighter will only pay Cash Back to a Consumer in reference to the specific item (or its Replacement Items as provided for below) ("Listing Item") in the relevant Listing.
• The Fee will be payable on the Basket in an amount of the gross merchandise value ("GMV") of the original Listing Item ("Listing Item GMV") as follows: should the Consumer following transfer to User's store purchase one or more different items ("Replacement Items") than the Listing Item, Price Fighter will pay the Cash Back on the Replacement Items in the amount of the Listing Item GMV.
• In case Consumer purchases further items in the User store basket ("Basket") following transfer to User's online store, Price Fighter will disregard any other items for the purpose of Cash Back provided the overall Basket GMV will not be less than the Listing Item GMV.
• User may NOT grant Consumer any further credit, cashback, discount, rebate, voucher application, bonus or other methods reducing the purchase price in User's store in connection with the sale and the Basket if such cause the overall Basket GMV to become less than the Listing Item GMV.
• The User shall not deactivate or change the Listing or the purchase price or GMV of the Listing Item in User's store during the transaction time designated by Price Fighter in accordance with the Interface and the Platform processes.
• The Basket GMV, i.e., total purchase price of the Basket, of the transaction sale shall in no case fall below the purchase price stated on the initial Listing offer (i.e., Listing GMV) for the Listing Item on the Platform prior resulting in a transfer to User's store to effect the sale.
• In case of return, refund or reversal of sale in connection with any Listing Items that are part of a Basket containing further items, or in case of User issuing a partial return, refund or sales reversal, i.e., in an amount less than the initial Lising GMV the following shall apply: provided that following such action (or if more than one action over a period of 30 days from sale in respect of a Basket) the total Basket value, i.e., Basket GMV, remains equal to or higher than the initial Listing Item GMV, the Cash Back will remain in place and, consequently, the Fee will remain due and payable in full.
• User and Affiliate Network shall in all cases communicate full amounts submitted in the course of payments or credits to Consumer's credit or debit cards and shall in no case make deductions for sales tax, value added tax, administrative or similar charges.
• All attribution of transactions and determinations of purchase transaction values, item values or GMV, total basket values or Basket GMV, and adjustments thereto, returns or refunds shall be made by reference to amounts notified by the Affiliate Network, derived by Price Fighter from information received from third parties including, inter alia, Payment Card Networks, Consumer users, and by User; in case of divergences or disputes in connection with any of these sources all information and data, transaction and payment amounts, values, charges, and credits notified by Payment Card Networks, if any, or otherwise determined by Price Fighter in good faith shall prevail.

Failure to adhere to any of these principles or other related ToS provided for herein shall result in the Fee remaining in full force and effect, due and payable in full in respect of the relevant Listing and transaction.

User acknowledges that these terms of service are fair and equitable given the immediate payment or credit of the Cash Back to the Consumer user upon the sale transaction by ChaChing in reliance of adherence to these ToS by User.

vi. Participation Requirements

As a condition to participating as an advertising Merchant in the Platform in accordance with these ToS and make a Listing, User must at all times maintain a valid payment method on file of its User account (unless otherwise agreed in writing or on the Platform), and if effected in connection with an Affiliate Network, User must: (i) establish and maintain in good standing at all times an active account with the Affiliate Network and agreement to ChaChing's terms thereon in the Interface; (ii) provide and maintain a valid email address and are able to receive email; (iii) provide and maintain in full force and effect the undertakings and payment obligations provided for in these ToS as updated from time to time by Price Fighter on both the Website and the Interface; (iv) provide and maintain updated merchant identification; and (v) provide and maintain up to date User's physical address. Additionally, User must not be a resident of, or incorporated in, or conduct business in a country subject to economic or trade sanctions by the U.S. State Department or U.S. Treasury Department's Office of Foreign Assets Control ("OFAC") or be or have a person of significant interest or associate listed as a "Specially Designated National," a "Specially Designated Global Terrorist," a "Blocked Person" or similar designation under the OFAC sanctions regime. User further agrees to at any time provide additional information we may reasonably request to verify User's identify and corporate information, including, inter alia as applicable, corporate register numbers, tax numbers, and EIN.

vii. Further Merchant Undertakings

User undertakes to observe the Best Offer Principle in User's Listings and, where required to adhere to the principle, update any relevant Listings. "Best Offer Principle" means that any goods and services offered or promoted through a Listing with the Platform are not offered or sold at better aggregate terms elsewhere by Merchant or its affiliates (online or instore), i.e., better gross prices or conditions. In case Price Fighter determines that User offers goods and services in aggregate elsewhere at better conditions, including, inter alia, through the use of price comparison services, Price Fighter reserves the right to without prior notice disable any related Listing, take it off its Platform or, in case of repeated action, suspend the Merchant.

User must disclose User's return and refund policy (which must comply with Applicable Law) to Price Fighter in connection with a Listing and to Consumers on User's store. All refunds must be made to the same payment method used for the original transaction (unless required by Applicable Law) and User must inform Price Fighter immediately in case of any refund. User must not make refunds with cash if the original purchase was made using a card or any other payment method and shall strictly follow the information and other provisions contained herein.

8. Costs; Fees; Payment; Assignment

i. Except for the Fee and fees expressly stated by Price Fighter in connection with the use of the Affiliate Network, on the Platform, and in the Listing from time to time in the Interface and the Website or otherwise agreed in writing, there are currently no Price Fighter fees or charges to User for the good faith compliant use of the Platform or the Services other than expressly provided for herein.

ii. User shall bear all taxes and charges (if any; in any applicable jurisdiction) arising from the use of the Site or the Services. User shall bear its own costs, charges and expenses from the use of the Affiliate Network arising from any agreement between User and the Alliate Network; in no case shall Price Fighter or its service providers such as ChaChing be liable for such costs, charges and expenses.

iii. Once User completes the acceptance of the ToS and agrees to the further terms and conditions contained on the Website and the Interface, User will be acting on the Platform as Listing Merchant. At this time, Price Fighter does not charge any general registration or usage fee; Price Fighter may from time to time change its fee structures by updating fee schedules on the Site. When User enables a Listing and interacts with the Site and Services, Price Fighter shall upon conclusion of a sales transaction for goods or services charge Merchant a commission Fee in the amount established for the relevant Listing in accordance with these ToS. The purpose of the Fee is to enable Price Fighter to effect the Cash Back and to operate and maintain the Platform and Services in general.

iv. Payment for the use of the Platform and the Services, i.e., the Fee (if any), must be made in accordance with the provisions contained in the ToS and Fee schedules established by Price Fighter from time to time and agreed on the Interface and in these ToS. Payment shall be due and payable no later than the earlier of i) the transaction validation period or refund period set forth in the ToS and Interface for the Listing, and ii) the date 30 days after the date of the sale transaction for the relevant Listing. Price Fighter, or its service provider such as ChaChing, or the relevant Affiliate Network (if any) on Price Fighter's behalf, will invoice User for the Fees accrued at the end of each calendar month or such other period as may be established from time to time in the User account and the Interface or these ToS. User shall thereafter make payment without delay to the account notified in the invoice, in the User account and the Interface; Price Fighter may utilize payment or collection agents. Payment shall be made in the currency of the relevant sales transaction, unless otherwise agreed in writing.

v. In case Price Fighter has not received payment of Fees due and payable from User as provided for herein or, in case of sales in connection with an Affiliate Network, either directly from User or from the Affiliate Network as payment administrator for the parties within 90 days from the date of the sales transaction, User declares it will without further defense or delay make payment of such amounts upon receipt of a payment request from Price Fighter to an account notified to User by Price Fighter. Should Price Fighter after receipt of such payment receive any amount of the respective Fee from the Affiliate Network, it will pay to User any excess amounts. User remains responsible for any amounts due to Price Fighter from the Affiliate Networks in connection with the Affiliate Network arrangements. Price Fighter may immediately and without notice suspend or cancel use of the Platform and the Services until full payment has been received and cleared, at which time access and use will be reinstated in accordance with these ToS. There will be no refunds following termination, expiration or good faith suspension.

IT IS EXPRESSLY ACKNOWLEDGED AND AGREED THAT IN CASE A COMMISSION FEE CLAIM IS (IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF SUCH AFFILIATE NETWORK) DEEMED TO BE A DIRECT CLAIM OF THE RESPECTIVE AFFILIATE NETWORK, WITH THE PRICE FIGHTER FEE CLAIM TO BE AGAINST THE AFFILIATE NETWORK ON AN ECONOMIC AND LEGAL PASS-THROUGH BASIS (RATHER THAN THE AFFILIATE NETWORK ACTING AS ADMINISTRATIVE OR PAYMENT AGENT), THE PRINCIPLES AND FALL-BACK PAYMENT UNDERTAKING SET FORTH HEREIN SHALL PREVAIL; PRICE FIGHTER WILL IN THAT CASE HAVE THE DIRECT AND SELF-STANDING CLAIM FOR PAYMENT OF THE FEE AGAINST THE USER AS SET FORTH ABOVE.

vi. Price Fighter reserves the right to review and change the Fees and Cash Back amounts. Any changes will be notified to User in writing (e.g. via email, via the Website or via the Interface).

vii. User expressly authorizes, including any pre-authorization or hold as required, Price Fighter or its service procviders such as, e.g., ChaChing and Payment Card Networks to charge any amounts due and payable hereunder, including expressly any outstanding commission Fees as invoiced at any time by Price Fighter, to the payment methord, including, e.g., relevant payment card and credit card(s) of User on file in the User's Platform account ort Interface. This undertaking and authorization shall remain in place and be irrevocable until such payment method has been removed from the User's account in in good faith in accordance herewith. User may not remove any payment method or revoke above authorization while there remain any open Listings or transactions that could result in unpaid Fees; any removal or revocation not compliant with the above shall be void and without effect.

9. User responsibilities and obligations; Merchant Consents

i. Price Fighter may at any time investigate, verify or confirm the accuracy of any data in connection with a Listing or sales transaction and User and User Team, if any, shall cooperate with such actions. Price Fighter may at any time, with or without notice communicate with Payment Card Networks and employ third party providers to conduct such investigation or verification. If User refuses cooperation, Price Fighter may at any time determine the User to have terminated this agreement and claim payment of all Fees related to the subject matter as damages.

ii. In case of an actual or alleged violation of the ToS by User, or attributable to User, Price Fighter has the right to take such actions it reasonably deems appropriate, including but not limited to, deleting, suspending or removing illegal, infringing and inappropriate content and Listings from the Site, terminating User's accreditation, banning User from access or use of all or part of the Site or Services, and has the right to take appropriate legal action against User and User Team. Price Fighter and its ervice provider ChaChing may privately or publicly communicate, and contract, such actions to third parties.

iii. All content, software programs, picture arrangements, images, text compositions, trademark/identifications, service names and intellectual property rights of the Site and Services are owned or licensed by Price Fighter, and shall not be used, copied, reproduced, decomplied or otherwise processed without written authorization by Price Fighter.

iv. User represents and warrants that User has (either as owner or lawful licensee) all rights and licenses, including, inter alia, brand, image and trademark rights required for any such items to be contained and displayed in a Listing or merchant's website, or linked to, or any Listing created or maintained or otherwise included in the Site.

v. User grants Price Fighter and its service provider ChaChing a limited, non-exclusive and for the period of the Listing irrevocable license to create, operate, publicly display, maintain and promote such Listing, related goods and services, and relevant or related materials in their original format, reformatted, in whole or in parts, including, inter alia, brands, trademarks, manufacturer and product details, images, text, product specifications, rebates and Cash Back, prices referenced or contained therein, and display or make reference thereto in Price Fighter or ChaChing's marketing materials, Price Fighter or ChaChing advertising or promotion of the Platform and the Services, including in case studies. User confirms that anyone in violation or otherwise unlawfully interfering with those rights shall bear all legal liability resulting in whole or in part from such violation or interference including third party claims and reasonable legal or enforcement costs and expenses.

10. User prohibited conduct

User recognizes that the following actions and conduct are specifically prohibited:

• Using false information or using others' data or information;
• Transfer, lease, or lend the Platform or Website access data to others for their use;
• False or misleading description, advertisements or labelling of goods or services or other conduct that is capable or designed to disrupt the purpose of the Platform or good faith use by other users or third parties;
• Causing or enabling the use of the Platform in a way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);
• Impersonating or attempting to impersonate Price Fighter or ChaChing, a Price Fighter or ChaChing employee, another user, or any other person or entity (including, without limitation, by using email addresses or user names associated with any of the foregoing);
• Engaging in any other conduct that, as determined by Price Fighter, may harm Price Fighter, ChaChing, Affiliate Networks, Payment Card Networks, third party suppliers or users of the Site, or expose them to liability;
• Stating or disseminating or advertising or linking to content that is capable or designed to damage the personal or business reputation or business and property interests of Price Fighter, ChaChing or third parties;
• Linking to or publishing on the Site content the nature of which is, in whole or in part, obscene, pornographic, promoting or enabling substance abuse or the trading of illegal substances, supporting gambling, violence, terror, or abetting hate or crime, fraudulent, or false and untrue, insulting, slanderous, threatening or violating third parties' privacy;
• Accessing the Website, Platform, Listing or Services through expert systems, electronic agents, "bot" or other automated means;
• Using scripts or disguised redirects to derive financial benefit from Price Fighter, ChaChing, the Platform, the Site or the Services; and
• Obtaining, deleting, altering, or interfering with the electromagnetic records of computers or related equipment of Price Fighter, ChaChing, the Platform, the Site or Services or others by way or data manipulation, phishing, computer programs or other direct or indirect physical, electromagnetic or other actions or means.

11. Breach of ToS

i. If Price Fighter determines that a breach or the ToS has, or may have, occurred it may take any action it deems appropriate, including, inter alia, one or more of the following:

• In whole or in part suspend or terminate, temporarily or indefinitely, access to, or use of the Platform without prior notice and without providing detailed reasoning;
• Hide, modify or delete information posted by User;
• Terminate User's access to the Interface and any arrangements related to User in connection with the Affiliate Network; any such termination shall not affect accrued Fees User is obligated to pay to Price Fighter which remain due and payable in full;
• Cooperate with authorities or public offices or third parties in any investigations of misconduct or breach including the provision of records of user details, account activities or access history Price Fighter and its service providers such as ChaChing shall in no case be liable to any User, User Team or any third party for any disruption, inconvenience or damage that may arise from the actions set forth above. Price Fighter shall not be required to provide copies or statements of deleted or restricted account activity to User.

ii. In case that User or User Team breach the ToS and such breach in whole or in part results in damages to Price Fighter, ChaChing or the Site, Price Fighter may claim damages from User.

iii. In case of any malware or malicious attack, phishing attack, denial of service attack, data theft, or similar actions, where such actions are perpetrated by, or with the active or tacit aid of, or through the Listing data, hardware or programs of User, User Team or User's infrastructure or access data, Affiliate Network User interface, or as a result thereof by a third party utilizing any part of Platform and Site functionality or software vulnerability, the User and the third party (if any) jointly and severally accept liability for any and all direct and indirect damages caused in whole or in part, including inter alia, loss of reputation, of Price Fighter and, in addition, liquidated damages of no less than ten thousand US Dollars for each incident and each user adversely effected. Price Fighter and ChaChing may in that case use any and all actions and mechanisms or software programs, cookies, trackers, intrusive or passive, to investigate and pursue and enforce its interests to the maximum extent permitted by law; the party in breach or suspected to be in breach, or the third party, specifically consents to the use of such tools by Price Fighter and ChaChing or third parties contracted by Price Fighter.

12. Account suspension; Termination

i. Price Fighter may at any time unilaterally decide to restrict, block, suspend, disable, or cancel all or part of User's participation in the Platform.

ii. User can at any time suspend or terminate the use of the Platform or the Services. Price Fighter may following termination retain certain User data and Listing or sale transaction and payment history for a period of two years, or for such other period as is in Price Fighter's determination required by any relevant policies or best practice, including inter alia Price Fighter data retention policy, accounting or auditing requirements, or applicable laws and regulations, unless otherwise provided for in the relevant policies from time to time.

iii. Termination or expiry shall not affect any accrued or surviving rights or obligations, including, inter alia, in respect of sales transactions not yet completed and related Fee claims. Clauses that by their nature are designed to create ongoing effect, such as, inter alia, confidentiality, non-disparagement, protection of intellectual property, use of information, use and display of marketing information and materials, or refraining from undue interference with the Platform, prohibited use, data retention, compliance, indemnifications, Listing, personal or transaction data processing by third parties, and those related to dispute resolution, shall survive expiry or termination for a period of five years or such other period as is required to enable Price Fighter and its service providers to comply with its contractual, legal or compliance obligations or best practice and maintain marketing campaigns or promotions; Price Fighter may amend such periods from time to time.

13. Service

User understands and agrees that Price Fighter may, in addition to procedures otherwise set forth herein, to the maximum extent permitted by applicable law use electronic document transmission, mobile phone, or email for service of written notices or service of process, in each case utilizing and relying on the notification data provided by User.

14. Intellectual Property Rights; Links

i. The ownership of the content on the Platform and Website belongs to, or is licensed exclusively by, Price Fighter. Text, graphics, editing contents, charts, designs, photos, images, logos, fonts, and other contents on the Platform and Website are owned or licensed by Price Fighter and protected by, inter alia, all applicable laws and regulations, patents, trademarks, or copyrights in all applicable jurisdictions relevant to Price Fighter, ChaChing, the Platform, Website, the respective licensors. User shall not engage in any act that could result in violation of such rights, laws and regulations governing intellectual property rights or make any competing claim in relation thereto.

ii. Where the Platform or Website contains links or redirects to third party content, whether or not licensed by Price Fighter, or where Listing links or redirects to User, Affiliate Network, or third party content, User recognises that Price Fighter does not control such content or sites and agrees that neither Price Fighter nor its service providers such as ChaChing shall be responsible for the availability or content of such sites, does not endorse them or make any representations in connection therewith. User shall observe all terms and conditions related to such link or redirect and not take any action in breach of the intellectual property or contractual use of such content or services or otherwise interfere with the good faith use, or terms of licensing, of such third party content or services and hold Price Fighter and ChaChing harmless against any legal claims or demands or any damages Price Fighter or ChaChing may suffer from such actions including, as the case may be, termination or suspension, in whole or in part, of Price Fighter's or ChaChing's or the Site's access to such content or services.

iii. In no case shall Price Fighter or ChaChing be responsible, or held liable, by User for any action of the Affiliate Network, irrespective of whether in the Affiliate Network's own dealings or actions taken in connection with the administration of the Network Interfacte or publishing of Advertiser's Listing on the Platform, or the Listing or Cash Back, including, inter alia, collection of the Fee for disbursement to Price Fighter. In no case shall the Affiliate Network have an ownership right or interest in such Fee, ownership of which shall exclusively vest in, rest with, and remain with Price Fighter or, where applicable, its service provider ChaChing at all times, other than expressly agreed and provided that where Affiliate Network is deemed to have or claims ownership or participation rights, this shall not affect User's selfstanding undertaking to pay the commission Fee provided for herein.

15. Confidentiality; Public Statement

User who in connection with their use of the Platform, the Site or the Services, including operation of Cash Back obtains or utilises information provided by Price Fighter, ChaChing, the Platform, the Site or by other users or service providers, including, inter alia, under the ToS, Listings, transaction, Affiliate Network dealings, personal or payment data or other information that has not been publicly disclosed in good faith, shall keep such information safe, confidential, only use it for the purpose hereof in accordance with the ToS and not disclose such information without the prior written consent of Price Fighter or the relevant user or third party other than to comply with mandatory laws, rules and regulations or enforce this agreement. User shall be responsible for any actions by User Team or otherwise employees or representatives or anyone utilizing User's access data or systems. In no case shall User without written consent of Price Fighter make public statements about, or disseminate, or further the dissemination of, statements of a disparaging nature or capable to cause reputational harm to, Price Fighter or ChaChing, the Site, the Platform or the Service or any dispute in connection therewith other than provided for herein or for the purpose of promoting a Listing or the Platform.

16. Limitation of liability; Disclaimer; Indemnification

i. Neither Price Fighter, ChaChing nor any Payment Card Networks or other payment process provider or otherwise Supplier shall be liable for any damages, direct or indirect, including consequential, User, User Team or any third party may suffer as a result, in whole or in part, of User using or accessing the Platform, the Site or the Services, or any third party site or service as a result of a link or redirect, including, inter alia, loss or theft of data, system or data security breaches, system failure or disruption of service, malware or hacking, phishing attacks, damage to electronic equipment, irrespective of whether these occur in whole or in part as a result of action by Price Fighter, ChaChing or third parties, save only to the extent directly and solely caused by wilful and tortious or bad faith acts of Price Fighter.

ii. Price Fighter and any third party provider of Price Fighter shall not be responsible or liable for any User, User Team or third party conduct on the Platform or the Site nor shall it be liable for any damage suffered by any person as a result of such User or third party conduct.

iii. To the extent Price Fighter and any third party provider of Price Fighter such as ChaChing is by virtue of mandatory law, the Interface, these ToS, or otherwise found to have any liability in connection with the Platform, the Site, the Services, liability shall be limited to resupply of the Services and in case of any losses or damages (whether in contract, tort, or otherwise) not otherwise excluded by these ToS total liability will not exceed the total amount of the fees or payments paid by User to Price Fighter under the disputed transaction.

iv. The content of the Platform and the Site is in whole or in parts uploaded, downloaded, provided or maintained by Price Fighter, User or third parties for access and use by Consumer users. Price Fighter only collects, arranges and displays the content in accordance with set protocols and procedures making it available for review by such users. We take reasonable steps to provide the Services in a secure, timely, accurate and complete manner. However, it is possible that information provided through the Site or the Services may be incorrect or not current. Further, the Internet has inherent risks, and neither Price Fighter nor any Service Providers such as ChaChing can guarantee that access to and use of the Platform, the Site and the Services will be uninterrupted or error free or that the Platform, the Site, the Services, or sites to which they may link, will be free from incorrect information, loss, corruption, attack, interference, hacking or other security intrusion. User understands that we cannot and do not guarantee or warrant that files linked to or available for downloading from the internet or the Site will be free of viruses or other destructive code. Further, Price Fighter facilitates transactional communication between and among Merchants and Comsumers but has no part in such transactions other than to administer Cash Back in accordance with these ToS. Neither Price Fighter nor any Payment Card Network or third party provider of Price Fighter such as ChaChing provides any representation, warranty, or guarantee of any nature in respect of the content thus displayed or for any communication between users or for goods and services promoted or sold through the Platform and advertisers and User shall create and maintain Listing and enter into transactions with Consumers strictly at User's own risk and shall take all relevant precautions.

v. The goods and services that User promotes in connection with Cash Back are not sold or endorsed by Price Fighter, and neither Price Fighter nor its service providers such as ChaChing vet or verify Consumer users or their creditworthiness in connection with a sale in connection with a Listing and have no responsibility for such sales or for any loss or damage User or Consumer may suffer from the resultant sales transactions. Price Fighter is not liable or responsible for typographical errors or omissions relating to pricing, text or imagery of a Listing. Neither Price Fighter nor its service provider ChaChing are responsible or liable for any loss or damage of any sort incurred in connection with User's promotions or Cash Back related thereto. The Platform, the Site, Services and the content provided through the Website and mobile applications are provided on an "as is" and "as available" basis. No warranty of any kind, implied, expressed, or statutory, including but not limited to the warranties of non-infringement of third party rights, title, merchantability, fitness for a particular purpose, and freedom from computer virus, is given with respect to the services, the mobile applications or any hyperlinks to other internet resources.

vi. User shall bear the risks and responsibilities of advertising, promoting, or selling goods or services through the Platform and neither Price Fighter nor its service provider ChaChing shall be responsible or liable for any transactional risks, actions, undertakings, responsibilities or labilities. Merchant in particular bears all risks and responsibilities in respect of sale transactions being rescinded or reversed and any returns, including in particular, without limitation, adherence to the relevant payment and reimbursement processes and procedures related thereto as set forth in these ToS including any risk of accidental, negligent, intentional or fraudulent overpayment, double payment, payment of the Fee, or repayment of Cash Back in connection therewith.

vii. User agrees to defend, indemnify and hold harmless Price Fighter, its service provider ChaChing, their affiliates, officers, employees, payment systems providers, providers and suppliers, and partners arising from or in any way related to any third party claims relating to from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to User's grossly negligent or wilful violation of the Interface, these ToS or use of the Services other than as expressly authorized in these ToS, User's failure to adhere to returns, refund or sale reversal procedures, or User's violation of the rights of a third party. Any such indemnification shall be conditioned on the indemnified party (a) notifying User in writing of any such claim, demand, action, cost, liability, loss or threat thereof; and (b) cooperating with User in the defence or settlement thereof.

iix. The foregoing disclaimer of warranties, limitation of liability and indemnification provisions shall apply to the fullest extent permitted by law.

ix. Knowledge by any Personnel of any fact or circumstance that could give rise to liability of Price Fighter or its service provider ChaChing, criminal, regulatory or otherwise and in all case subject to the Interface and these ToS, shall only be attributable to Price Fighter or ChaChing, if such fact or circumstance has been expressly identified and expressly brought to the attention of an officer or director of Price Fighter or ChaChing in writing.

17. Disputes between users

i. Where disputes about matters such as Listing, transaction tracking, Fee payment, Cash Back attribution, goods or services sold or any related matter, arise between Advertiser and Publisher, Advertiser and Consumer or between User and Price Fighter, and whether or not any User chooses to raise such dispute with ChaChing or with any other service provider such as the Affiliate Network, User hereby agrees that this shall not affect, reduce, delay, defer, bar, discharge or otherwise frustrate, the immediate performance of the respective obligations to pay Fees according to the ToS.

ii. Price Fighter may, but is not required to, investigate disputes and publish settlement recommendations or initiate other communications or dialogue concerning Advertiser and Publisher disputes. Following such investigation, Price Fighter may, but is not required to, take action it deems appropriate in its sole discretion to settle that dispute, including, inter alia, by denying or adjusting payments and transaction tracking results or allocations. Where Price Fighter opts to provide such settlement recommendations, User agrees that User is not required to comply with such settlement recommendations, that instead, such obligations and responsibilities are solely governed by the ToS and only to the extent set out in the ToS. User recognises that where User has questions or concerns about a transaction or dispute that may arise, User is primarily to liaise for such purposes with the Affiliate Network since the Affiliate Network exclusively manages and operates the Network Interface that User has agreed to, in order to administer and implement aspects of the Listing such as Cash Back or the Fee or transaction tracking with Publisher, Advertiser and Consumer through the Platform and Website.

iii. User who is Advertiser and who has a dispute in connection with the ToS with another user, including Price Fighter, recognizes that neither Price Fighter nor ChaChing or any other service provider is required to become involved in any such dispute between Advertiser and Publisher. If User who is Advertiser does involve Price Fighter or ChaChing in such a dispute, User agrees to release Price Fighter from all claims, demands, and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes, including to hold Price Fighter and its service providers, such as ChaChing, as well as each of their respective officers, directors, employees, agents, and representatives, harmless from any such claims, demands, and damages.

18. Governing Law and Jurisdiction US

If User is incorporated or operates in the United States of America and accesses the Platform and the Site from the United States, the following shall apply:

i. The ToS shall be governed and construed in accordance with, and any dispute or claim arising out of or in connection with these ToS between the User and Price Fighter Party shall be governed by and construed in accordance with, the laws of the State of New York without giving effect to conflicts of law principles thereof.

ii. By using the Site or Services is site in any way, you unconditionally consent and agree that: (1) any claim, dispute, or controversy (whether in contract, tort, or otherwise) you may have against a Price Fighter Entity arising out of, relating to, or connected in any way with the Terms, the Site or the Services, determination of the scope or applicability of this agreement to arbitrate, including any competence matters, will be resolved exclusively by final and binding arbitration conducted in accordance with the JAMS International Arbitration Rules. The Tribunal will consist of one arbitrator. The place of arbitration shall exclusively be New York, New York. The language to be used in the arbitral proceedings will be English. Each of the Parties shall bear its own cost of preparing and presenting its case. The arbitrator shall not have the power to award punitive damages against You or any Price Fighter Entity. The costs of the arbitrator shall be shared equally between the Parties. Judgment upon any award rendered by the arbitrator(s) may be entered for enforcement in any court having jurisdiction thereof. With respect to any disputes or claims mandatorily not subject to arbitration, the Parties agree to submit to the exclusive jurisdiction of the courts in New York, New York. Notwithstanding the above provisions, either Party has the right to obtain timely injunctive or otherwise interim relief from any courts having jurisdiction for such limited or interim relief. Price Fighter may continue with the operations of the Site and the Services the existence of the dispute notwithstanding.

iii. You may not act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any claim in connection with the Site, Services or Terms. Claims may not be arbitrated on a class or representative basis. You and Price Fighter Party hereby waive any right to a jury trial of any claim.

iv. PLEASE NOTE THAT BY AGREEING TO THESE TERMS, YOU ARE: (1) WAIVING CLAIMS THAT YOU MIGHT OTHERWISE HAVE AGAINST US BASED ON THE LAWS OF OTHER JURISDICTIONS, INCLUDING YOUR OWN; (2) IRREVOCABLY CONSENTING TO THE EXCLUSIVE JURISDICTION OF, AND VENUE IN, THE STATE OR FEDERAL COURTS IN NEW YORK, NEW YORK OVER ANY DISPUTES OR CLAIMS YOU HAVE WITH US; AND (3) SUBMITTING YOURSELF TO THE PERSONAL JURISDICTION OF COURTS LOCATED IN NEW YORK, NEW YORK FOR THE PURPOSE OF RESOLVING ANY SUCH DISPUTES OR CLAIMS.

19. Governing Law and Jurisdiction UK

If User is incorporated or operates in the United Kingdom and accesses the Platform and the Site from the United Kingdom, the following shall apply:

i. The ToS shall be governed and construed in accordance with, and any dispute or claim arising out of or in connection with these ToS between the User and Price Fighter Party shall be governed by and construed in accordance with, the laws of England and Wales without giving effect to conflicts of law principles thereof.

ii. By using the Site or Services is site in any way, you unconditionally consent and agree that: (1) any claim, dispute, or controversy (whether in contract, tort, or otherwise) you may have against a Price Fighter Entity arising out of, relating to, or connected in any way with the Terms, the Site or the Services, determination of the scope or applicability of this agreement to arbitrate, including any competence matters, will be resolved exclusively by final and binding arbitration conducted in accordance with the JAMS International Arbitration Rules. The Tribunal will consist of one arbitrator. The place of arbitration shall exclusively be London, England. The language to be used in the arbitral proceedings will be English. Each of the Parties shall bear its own cost of preparing and presenting its case. The arbitrator shall not have the power to award punitive damages against You or any Price Fighter Entity. The costs of the arbitrator shall be shared equally between the Parties. Judgment upon any award rendered by the arbitrator(s) may be entered for enforcement in any court having jurisdiction thereof. With respect to any disputes or claims mandatorily not subject to arbitration, the Parties agree to submit to the exclusive jurisdiction of the courts in London, England. Notwithstanding the above provisions, either Party has the right to obtain timely injunctive or otherwise interim relief from any courts having jurisdiction for such limited or interim relief. Price Fighter may continue with the operations of the Site and the Services the existence of the dispute notwithstanding.

iii. You may not act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any claim in connection with the Site, Services or Terms. Claims may not be arbitrated on a class or representative basis. You and Price Fighter Party hereby waive any right to a jury trial of any claim.

20. Miscellaneous

i. If any provision of these ToS is finally found to be invalid or unenforceable by the competent courts, the remaining provisions of the ToS shall remain valid except that such provision shall be interpreted in a manner closest meeting the risk allocation originally intended and, only where such is not possible, be removed from the ToS.

ii. User may not transfer or assign any of the rights or obligations in connection with the Listing, the Fee and these ToS as they pertain to User. Price fighter and its service provider ChaChing may at any time in whole or in part pledge, encumber, sell, assign or transfer all or part of the Platform, the Site or Services, including accounts connected thereto, to a third party without User's consent if Price Fighter in its sole discretion deems it desirable or necessary for its business.

Price Fighter and its service Provider ChaChing may without notice in whole or in part sell, assign, transfer or pledge any of its rights and obligations against User or an Affiliate Network in respect of a Listing or a specific transaction hereunder, including, in particular but without limitation, the rights to receive the commission Fee in respect of a Listing transaction, in whole or in part, for any purposes including, inter alia, financing, factoring and collection; in such case, Price Fighter and its service Provider ChaChing may in its discretion continue to act towards User or the Affiliate Network as collection agent for the commission Fee thus assigned and transferred. In case that Price Fighter and its service Provider ChaChing exercises this right, it may in its discretion include a – general or detailed - note in the Interface or in the User account on the Website which note may be given prior to or after such action has been effected and shall be legally binding and effective notice of such sale, transfer and assignment.

iii. Any time allowed or indulgence or leeway given in exercising any right, power or privilege in connection with these ToS shall not constitute a waiver hereunder, nor shall any single or partial exercise thereof preclude any further exercise of any right, power or privilege. Any cause of action or claim by a User arising out of or relating to these ToS or the Site must be commenced within one (1) year after the cause of action accrues; otherwise, such cause of action or claim is permanently barred.

iv. Nothing in these ToS shall be interpreted to create any agency, appointment, employment, joint venture, or franchise. User agrees that there are no third parties that have a beneficial interest in these ToS.

v. Price Fighter may, however, at any time relocate all or some of its operations to, or employ third party service providers located in, or third party content generated in, third countries other than the United States or the United Kingdom, as the case may be, in which case Price Fighter and its service providers such as ChaChing may transfer data (in accordance with the applicable privacy policies, privacy statement, other relevant policies and all applicable mandatory laws and regulations) or receive and store User, Site or Service data and operate processes in such countries including customer and other services.

vi. If User has any questions about these ToS or matters in connection therewith or related to Platform, Site use, Affiliate Network, or personal data protection, it shall contact Price Fighter at support@price-fighter.com and ChaChing will seek to reply as soon as possible.

vii. If User accesses the Interface, the Platform, the Site and Services from outside the United States or the United Kingdom, as the case may be, User shall carefully consult local laws and regulations to ensure any User actions meet required standards of compliance, customs and legality of access to the Interface, the Platform, the Site and Services, content, Listing, and nature of sales transactions, User's general use and conduct in connection therewith. If User has any reservations, queries or cannot positively establish full compliance and legality of User or user Team's actions or conduct, it shall not register, access or otherwise use or continue to use thereof until it has sought appropriate legal advice. Solicitation, trade, handling or otherwise promotion of certain goods and services may be legal in User's jurisdiction but not in the territory of operation and vice versa. In no case can Price Fighter and its service Provider ChaChing be held liable or responsible for conducting such review or for any damages, fines or penalties resulting in connection therewith and User shall hold Price Fighter and its service Provider ChaChing harmless from any damages, loss or liability in connection with such activities as further provided for in the ToS.

I have read and herewith ACCEPT these ToS of