Traffic Promotion Cooperation Agreement

1.1 The purpose of this Agreement is for Party B to promote Party A’s digital credit products and refer potential users to Party A through approved channels.

1.2 The Parties expressly agree that this cooperation is strictly limited to marketing and user referral and does NOT constitute any agency, partnership, joint venture, or joint lending relationship.

1.3 Party B shall only direct users to platforms, links, or systems designated by Party A.

1.4 Party B shall NOT participate in or influence any of the following activities:

• Collection, storage, or processing of user data
• Credit assessment or approval
• Loan disbursement
• Repayment management or debt collection

1.5 Party A shall independently conduct all lending-related activities and bear all associated risks and liabilities.

2.1 Party A shall provide necessary technical support, including:

• API or tracking link integration
• Marketing materials and product descriptions
• Technical documentation and onboarding support

2.2 Party A reserves the right to update systems, interfaces, or product terms. Party B shall cooperate with such updates.

4.1 Commission shall be calculated based on agreed metrics (e.g., qualified users or successful disbursement).

4.2 Settlement terms:

• Reconciliation by the 5th of each month
• Payment by the 10th

4.3 Payment method: Bank transfer or agreed method.

4.4 Party A may withhold or deduct commissions in cases of:

• Fraudulent or invalid traffic
• Non-compliant promotion
• User complaints or regulatory risks

5.1 Party A is the sole data controller.

5.2 Party B shall have no rights to access, use, or analyze user data.

5.3 Party A shall ensure compliance with applicable data protection laws.

6.1 Party B shall use only materials approved by Party A.

6.2 Without prior written consent, Party B shall NOT:

• Use Party A’s name, logo, or trademarks
• Register domains, apps, or accounts using Party A branding
• Create unauthorized promotional materials

6.3 All promotions must:

• Clearly identify Party A as the lender
• Accurately disclose loan terms
• Comply with platform policies (e.g., Google, Meta)

6.4 Party A may require immediate removal of non-compliant content.

7.1 Party B shall NOT:

• Provide customer service
• Handle loan-related inquiries
• Communicate with users regarding lending matters

7.2 All user communication shall be handled by Party A.

7.3 If Party B receives complaints, it shall immediately forward to Party A and not respond substantively.

7.4 Party B shall not make commitments on behalf of Party A.

8.1 Party B shall ensure all traffic is genuine.

8.2 Party B shall NOT engage in:

• Fake users or fabricated leads
• Bot traffic or click farms
• Undisclosed incentivized traffic

8.3 Party A may reject invalid traffic and cancel related commissions.

9.1 Party A may audit Party B’s promotional activities.

9.2 Party B shall provide traffic sources, channel structure, and marketing materials upon request.

9.3 Non-compliance may result in suspension or termination.

10.1 Both Parties shall keep confidential business information, technical information, and commercial terms.

10.2 Party B shall not disclose commission structure or cooperation details.

10.3 Confidentiality survives termination.

11.1 Party B shall indemnify Party A against losses arising from regulatory penalties, user complaints, misleading advertising, data violations, and sub-channel misconduct.

11.2 Compensation includes direct and indirect losses, legal fees, and reputational damage.

11.3 Party A may withhold payments to offset losses.

12.1 All IP rights belong to Party A.

12.2 Party B is granted a limited, non-exclusive, revocable license.

12.3 Upon termination, all usage must cease and all materials must be removed.

13.1 Party A may modify or terminate cooperation due to regulatory requirements.

13.2 Party B shall cooperate with regulatory inquiries.

13.3 Party B bears liability for violations caused by its actions.

14.1 Party A does not guarantee approval rates, conversion rates, or profitability.

14.2 User relationship is solely between Party A and users.

14.3 Party B is not an agent of Party A.

15.1 Term: One (1) year.

15.2 No automatic renewal.

15.3 Either Party may terminate with 30 days’ notice.

15.4 Party A may terminate immediately if breach by Party B, insufficient traffic, or compliance risks.

15.5 Upon termination, promotion must cease immediately and settlement is subject to compliance review.

Neither Party shall be liable for delays due to events beyond control, including government actions, regulatory changes, natural disasters, and network failures.

17.1 This Agreement shall be governed by the laws of [Insert Jurisdiction].

17.2 Any dispute shall be submitted to [Insert Arbitration Institution].

17.3 The arbitral award shall be final and binding.

18.1 Entire Agreement: This Agreement constitutes the entire agreement.

18.2 Amendment: Any amendment must be in writing.

18.3 Severability: Invalid provisions do not affect the remainder.

18.4 No Waiver: Failure to enforce rights does not constitute waiver.