Brand Terms of Use

Effective Date: May 28, 2026

LINKD

Welcome to Linkd Technologies Inc. ("Linkd," "we," "us," or "our"). These Brand Terms of Use (this "Agreement") govern your access to and use of our online platform located at https://joinlinkd.com (the "Site") and our related services (the "Services"). By visiting the Site, creating an account, or using any part of the Services, you ("you," "your," "Brand") agree to be bound by: (1) this Agreement; (2) Linkd's Privacy Policy available at joinlinkd.com/privacy (the "Privacy Policy"); and (3) any Campaign-specific terms or addenda presented through the Services. IF YOU DO NOT AGREE TO THESE TERMS, YOU ARE NOT AUTHORIZED TO USE THE SITE OR SERVICES.

Linkd may modify this Agreement from time to time. Changes are effective upon posting or notice to you. Your continued use of the Services after we provide notice constitutes your acceptance of the updated Agreement. If you are a Creator (as defined below), this Agreement does not apply to you, and you should review our Creator Terms of Use available at joinlinkd.com/creator-terms.

DEFINITIONS

"Applicable Laws" means all applicable laws, rules, regulations, industry codes, and governmental guidance, including the laws of the Province of Ontario and the federal laws of Canada applicable therein.

"Acceptance" means Brand's acceptance of submitted Creator Content, which occurs when Brand clicks "Accept," "Approve," or a substantially similar action in the Services, or uses the Creator Content in any advertisement, post, landing page, email, or other marketing channel.

"Brand" means a person or entity that creates or sponsors a Campaign through the Services.

"Brand Marks" means Brand names, trademarks, service marks, logos, trade dress, product images, and other Brand-provided brand identifiers.

"Brand Systems" means Brand's accounts, devices, software, networks, and related infrastructure used to access or interact with the Services.

"Campaign" means a marketing or advertising campaign relating to a Brand's products, services, or properties, created and managed through the Services.

"Campaign Brief" means the specifications, content guidelines, and creative requirements applicable to a Campaign, as provided by Brand through the Services.

"Campaign Details" means the specific program parameters, compensation structure (including designation as a Flat Fee Program or Commission Program), Commission Rate(s), attribution rules, content usage scope, and other Campaign-specific commercial terms as displayed or configured in the Services for a given Campaign.

"Commission Program" means a compensation program in which Brand agrees to pay a Creator a Commission Rate for attributable performance resulting from Creator Content, as specified in the Campaign Details.

"Commission Rate" means the fixed commission amount and/or percentage (and any included rules such as attribution window) applicable to a Creator under a Commission Program. Unless otherwise specified in the Campaign Details, the platform Commission Rate is 1% of Linkd-attributed sales.

"Connected Ad Accounts" means all advertising platform accounts (e.g., Meta Ads Manager, TikTok Ads Manager) that Brand has connected to the Services as required by Section 4.8.2.

"Creator" means an individual or entity that creates, uploads, submits, or makes available Creator Content through the Services.

"Creator Content" means any data, content, or materials that Creators submit, upload, or link to the Services.

"Fees" means all amounts payable by Brand in connection with the Services and Campaigns, including Platform Fees and Campaign Fees.

"Flat Fee Program" means a compensation program in which Brand agrees to pay a Creator a fixed fee for Creator Content, as specified in the Campaign Details, with no ongoing commission component.

"Intellectual Property Rights" means all worldwide intellectual property and proprietary rights, whether registered or unregistered.

"Malicious Software" means code or technology intended to disrupt, damage, or gain unauthorized access to systems, data, or services.

"Monthly Credit" means the CAD $100 (or equivalent) monthly platform fee paid by Brand, which is credited toward Campaign Fees incurred during the same calendar month in which it is paid, subject to the terms of Section 4.2.

"Platform Fee" means the monthly subscription fee charged to Brand for access to the Services, currently set at CAD $100 per month (or such other amount as displayed in the Services).

"Services" means the Linkd website, platform, and related features and functionality available at joinlinkd.com.

"Taxes" means all applicable taxes, duties, and governmental charges, including HST, GST, and any other taxes applicable under Canadian federal or provincial law.

"Tracking Parameters" means any identifying codes, UTMs, pixels, tags, or other attribution mechanisms provided by Linkd and/or embedded in, paired with, or associated with Creator Content through the Services.

"Trials and Beta Features" means any product, service, or component of the Services offered to you on a free, trial, beta, or early access basis.

USE OF AND ACCESS TO THE SERVICES

Right to Use the Services

Subject to your compliance with this Agreement, Linkd grants you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to access and use the Services solely to create and manage Campaigns and to review and approve Creator Content in Campaigns.

Account Security

You are solely responsible for: (a) all activity under your account; (b) secure configuration of your use of the Services; and (c) maintaining the confidentiality of your credentials (which may not be shared). You will use reasonable efforts to prevent unauthorized access or use, promptly notify Linkd of any actual or suspected unauthorized use, immediately take steps to stop it, and fully cooperate with Linkd to prevent recurrence. Linkd is not liable for losses arising from your acts, omissions, or security failures.

Use Restrictions

You will not:

use the Services in violation of Applicable Laws, this Agreement, or third-party rights (including Intellectual Property Rights);

copy, modify, translate, or create derivative works of the Services that are not your own;

distribute, sell, rent, lease, license, sublicense, assign, transfer, or otherwise make the Services available to third parties;

reverse engineer, disassemble, decompile, decode, or attempt to access any source code or underlying components of the Services;

remove or alter proprietary notices on or within the Services;

misrepresent your identity when requesting or using access;

bypass or compromise security or test the vulnerability of Linkd systems or networks;

upload, transmit, or distribute Malicious Software;

use the Services to replicate or compete with Linkd's features or functionality;

use the Services in a way that degrades performance, availability, or security; or

input sensitive personal information or other regulated data not expressly permitted by Linkd.

Linkd may impose additional limits or restrictions at any time.

User Acknowledgement

You acknowledge that: (a) using the Services does not create any employment, agency, partnership, or joint venture relationship between you and any Creator; (b) a Creator may request removal or disabling of Creator Content that has not been Accepted and fully paid for, and you will fully comply with such request; (c) Linkd does not review or monitor Campaigns, Campaign Briefs, or Creator Content for legal compliance and assumes no liability for them; and (d) Linkd is not responsible or liable for any agreements, payments, representations, or disputes arising from communications or arrangements between Brand and any Creator that occur outside the Services.

Suspension

Linkd may terminate, suspend, or otherwise restrict access to the Services, remove content, and take technical and legal steps to prohibit Brand from using the Services for any reason and without prior notice. Linkd may require the removal, modification, or discontinuation of any Creator Content or Campaign at any time if Linkd determines, in its sole discretion, that such content presents legal, regulatory, reputational, or platform-policy risk.

Service Updates

Linkd may update, modify, or suspend aspects of the Services from time to time ("Updates"). If an Update is unacceptable to you, your sole remedy is to stop using the Services and terminate your account. Your continued use after an Update constitutes acceptance.

Support

Linkd will provide Brand with technical support for the Services via email at [support@joinlinkd.com] Monday to Friday from 9:00 AM to 5:00 PM EST. Linkd will use its commercially reasonable efforts to respond to all support requests within 24 hours.

Feedback

All suggestions, ideas, and comments you provide ("Feedback") are non-confidential. You hereby assign to Linkd all right, title, and interest in and to Feedback, and Linkd may use it for any purpose without attribution or compensation.

Monitoring

Linkd may monitor, review, and audit your use of the Services to verify compliance. You agree to cooperate and provide proof of compliance on request.

Platform Role; No Agency

Linkd is a technology platform that facilitates connections between Brands and Creators. Linkd is not a party to any agreement, transaction, or relationship between a Brand and a Creator, and does not act as an agent, partner, joint venturer, employer, or representative of either. Linkd does not guarantee Creator performance, content quality, campaign results, engagement metrics, or compliance by Creators or Brands.

Platform Records

Brand agrees that communications, approvals, and records maintained through the Services constitute the authoritative record of Campaign activity. Brand acknowledges that Linkd may rely on such records to administer Campaigns, resolve disputes, and demonstrate compliance with Applicable Laws.

Content Submission, Review, and Acceptance Workflow

Submission. Creators may submit Creator Content through the Services in accordance with the applicable Campaign Brief and Campaign Details.

Acceptance. Acceptance occurs when Brand (i) clicks "Accept," "Approve," or a substantially similar action in the Services, or (ii) uses the Creator Content in any advertisement, post, landing page, email, or other marketing or promotional channel, whichever occurs first.

Pre-Acceptance Access. Prior to Acceptance and full payment, Brand may access submitted Creator Content solely for internal review and evaluation. Brand shall not copy, download, distribute, publish, or display Creator Content externally prior to Acceptance and payment.

No Early Use. Any use of Creator Content in advertising, marketing, or any public-facing channel prior to Acceptance and full payment is prohibited and constitutes a material breach of this Agreement.

Rejection. If Brand rejects submitted Creator Content: (i) no license to the rejected Creator Content is granted to Brand; (ii) Brand acquires no usage rights; and (iii) no payment obligation arises for the rejected content unless otherwise specified in the Campaign Details.

Withdrawal. Creator may withdraw submitted Creator Content at any time prior to Acceptance through the Services, provided that Creator has not received written notice of Brand's intent to accept.

Monitoring and Detection Technologies

Brand acknowledges that Linkd uses automated tracking technologies based on Tracking Parameters to detect Creator Content, including across advertising and marketing channels, even if the content is modified, reposted, or distributed outside the Services.

BRAND OBLIGATIONS

Campaign Content

Campaign Briefs. Brand represents and warrants that it will provide truthful, complete, and accurate Campaign Briefs to enable Creators to make informed decisions and comply with applicable laws, including applicable advertising disclosure requirements.

Legal Compliance and Accuracy. Brand represents and warrants that all Creator Content that Brand approves or uses will: (a) comply with all Applicable Laws, including Canadian advertising standards and disclosure requirements; (b) be truthful, accurate, and not false, deceptive, or misleading; (c) not contain claims requiring substantiation unless Brand possesses such substantiation; and (d) comply with all applicable platform policies.

Rights and Permissions. Brand represents and warrants that all Campaigns and Brand-provided materials comply with Intellectual Property Rights. Brand is solely responsible for ensuring it has all rights, permissions, and clearances necessary to use Creator Content as contemplated by the Campaign Details.

Content Standards. Brand represents and warrants that Creator Content approved or used by Brand will not contain, depict, promote, or endorse content that is: (a) defamatory, abusive, harassing, threatening, hateful, or discriminatory; (b) obscene, pornographic, or sexually explicit; (c) violent, dangerous, or unlawful; (d) political in nature unless expressly authorized in writing; (e) harmful or encouraging of illegal activity; (f) promoting Malicious Software or fraudulent schemes; or (g) illegal for minors or directed to minors.

Responsibility and Liability. Brand represents and warrants that Brand and not Linkd is solely responsible for its approval of Creator Content and its compliance with all laws and requirements.

Creator Communications and Records

Brand will conduct all communications regarding a Campaign within Linkd's platform to maintain an electronic record of all required elements of a Campaign. Linkd is not responsible or liable for any agreements, payments, deliverables, representations, or disputes arising from communications that occur outside the Services.

Product Samples

If Brand provides product samples to Creators in connection with a Campaign, Brand is solely responsible for product fulfillment, shipping terms, and any agreements regarding product return or reimbursement. Linkd does not take possession of, insure, or assume responsibility for any sample products provided to Creators.

Non-Circumvention

During an active Campaign and for twelve (12) months thereafter, Brand will not knowingly circumvent the Services by engaging directly with a Creator first introduced through the Services in a manner that avoids Linkd fees, unless Linkd provides prior written consent. This restriction does not apply to demonstrably pre-existing relationships.

FEES, PAYMENTS, AND CREDITS

Fee Structure

Linkd charges the following Fees for access to and use of the Services:

Platform Fee: CAD $100 per month (or such other amount as displayed in the Services) for access to the platform, charged in advance at the start of each billing period.

Commission Fee: 1% of Linkd-attributed sales generated through Commission Program campaigns, charged on a periodic basis as described in Section 4.3.2.

Flat Fee Service Charge: 8% of the total Creator compensation paid under Flat Fee Programs, charged at the time of Acceptance.

Applicable Taxes: HST, GST, or other taxes as required by Canadian federal or provincial law.

Monthly Credit

Credit Application. The Platform Fee paid each month constitutes a Monthly Credit that is applied toward Campaign Fees (Commission Fees and Flat Fee Service Charges) incurred by Brand during the same calendar month in which the Platform Fee is paid. For example, if Brand pays a CAD $100 Platform Fee in January and incurs CAD $64 in Flat Fee Service Charges that month, the Monthly Credit covers those charges in full, with CAD $36 remaining available for additional Campaign Fees that month.

No Rollover. Monthly Credits do not accumulate or roll over from one billing period to the next. Any unused Monthly Credit balance at the end of a calendar month is forfeited and has no cash value. Linkd retains all unused Monthly Credit amounts.

Forfeiture on Cancellation or Inactivity. If Brand cancels its account, is suspended, or ceases to use the Services, any unused Monthly Credit balance is immediately forfeited and non-refundable. Linkd retains the full Platform Fee regardless of whether Brand runs any Campaigns during the billing period. Credits are not transferable and cannot be redeemed for cash or applied to future billing periods.

Credit Does Not Reduce Platform Fee. For clarity, the Monthly Credit is a benefit applied to Campaign Fees only. It does not reduce or offset the Platform Fee itself. Brand remains obligated to pay the full Platform Fee each month regardless of Campaign activity.

When Fees Become Due

Platform Fee. The Platform Fee is charged in advance at the start of each monthly billing period. Failure to pay the Platform Fee may result in suspension of access to the Services.

Flat Fees. Flat fees for Creator Content become due and payable upon Acceptance. Linkd will charge Brand's payment method at the time of Acceptance.

Commissions. Commission obligations accrue when attributable results occur under the applicable Commission Program rules. Linkd will invoice or charge Brand for accrued commissions on a periodic basis (no less frequently than monthly). Brand authorizes Linkd to automatically charge Brand's payment method for accrued commissions unless the Campaign Details specify invoice-based billing.

Flat Fee Service Charge. The 8% Flat Fee Service Charge is calculated on total Creator compensation and charged at the time of Acceptance, subject to offset by any available Monthly Credit balance.

Payment Authorization

Brand must provide and maintain a valid payment method. Brand authorizes Linkd and its payment processor(s) to charge Brand's payment method for all Fees, commissions, chargebacks, reversals, and applicable Taxes due under this Agreement. Brand will maintain sufficient funds or credit to satisfy all obligations when due. Linkd may suspend Campaigns or withhold approvals if payment cannot be processed.

Commission Program Price Lock

Once a Creator is added to a Commission Program, the applicable Commission Rate for that Creator in that Commission Program is fixed and may not be reduced or altered for that Creator within that program. Brand may not retroactively reduce or claw back earned commissions except: (i) for confirmed fraud or order manipulation; (ii) for refunded or fully cancelled orders; or (iii) for chargebacks, if expressly included as an adjustment event in the Campaign Details.

Payment Disputes

Any disputes regarding Fees must be raised in writing within thirty (30) days of the applicable invoice date or charge date, or they will be deemed waived to the maximum extent permitted by law. The parties will discuss disputed amounts in good faith.

Taxes

Brand is solely responsible for all Taxes arising from Brand's use of the Services, Campaigns, and Fees. Linkd may collect and remit HST, GST, or other applicable taxes where required by law.

Payment Processor

Linkd uses third-party payment processors (e.g., Stripe) to process payments. Brand agrees to comply with the applicable processor terms. Linkd is not liable for delays caused by payment processors, banks, networks, or circumstances outside Linkd's reasonable control.

Tracking; Attribution; Anti-Circumvention

Tracking Parameters. Every piece of Creator Content submitted through the Services is automatically assigned a unique identifying code. Linkd's ability to track and attribute Creator Content usage depends on Brand's compliance with the Connected Ad Accounts obligation in Section 4.9.2.

Connected Ad Accounts. Brand shall connect to the Services all advertising platform accounts through which Brand intends to publish, distribute, or promote Creator Content

obtained through the Services. Brand shall maintain such connections for the duration of each active Campaign and for twelve (12) months thereafter. Any publication of Creator Content through an advertising account that is not a Connected Ad Account constitutes a material breach of this Agreement.

Attribution Sources. Linkd may calculate attribution and commissions using data from multiple sources, including advertising platform analytics from Connected Ad Accounts and data provided via Brand's connected ecommerce integrations (e.g., Shopify). Attribution via Shopify integration will be made available as a platform feature in a future update. Until that integration is available, attribution will be determined through Tracking Parameters and Connected Ad Account data.

Similarity Detection. To help protect Creators and enforce Fee obligations, Linkd may use automated methods including AI-based audio/visual comparison and similarity detection to identify Creator Content that is substantially similar to content submitted through the Services.

No Removal or Evasion. Brand will not remove, obscure, disable, or interfere with Tracking Parameters, attribution mechanisms, or similarity detection features, and will not take any action intended to avoid Fees, commissions, or platform charges.

Charging for Use. If Linkd determines in good faith that Brand used Creator Content associated with the Services outside permitted channels, Brand agrees that Linkd may charge Brand for applicable Fees, commissions, and platform fees associated with such use.

INTELLECTUAL PROPERTY RIGHTS

Brand Marks

Brand retains all rights in its Brand Marks. Brand grants Linkd a non-exclusive, worldwide, royalty-free, transferable, and sublicensable license to host, store, reproduce, adapt, modify, distribute, display, and otherwise use Brand Marks as reasonably necessary to operate, provide, protect, and improve the Services, to administer Campaigns, and to comply with law.

License to Brand

Pre-Acceptance Review License. Prior to Acceptance and payment, Brand receives a limited, non-exclusive, non-transferable license to access submitted Creator Content solely for internal review and evaluation within the Services. No other rights are granted prior to Acceptance and payment.

Post-Payment License. Upon Acceptance and full payment of all applicable Fees, Brand receives a non-exclusive, worldwide, royalty-free, transferable, and sublicensable license to use the Creator Content solely: (a) for the Campaign and related marketing; (b) within the usage scope specified in the Campaign Details; and (c) in compliance with Applicable Laws.

Timing and Conditions

No Rights Before Payment. No license or rights to Creator Content transfer to Brand until payment is successfully processed for the applicable Fees.

Unauthorized Use. Any use of Creator Content outside the Services prior to payment constitutes a material breach and may constitute infringement of intellectual property rights.

Commission Program Condition. For Creator Content governed by a Commission Program, Brand's license is conditioned on Brand's ongoing payment of commissions owed. If Brand becomes delinquent and fails to cure within fourteen (14) days after notice, the license for that Creator Content may be suspended or terminated.

Flat Fee Program — Perpetual Rights. For Creator Content governed by a Flat Fee Program with no ongoing commissions, upon Brand's full payment of the flat fee, Brand's license to that Creator Content is perpetual and irrevocable unless otherwise limited in the Campaign Details.

Creator Portfolio License

Unless otherwise specified in the Campaign Details, Brand grants the Creator a perpetual, royalty-free, non-exclusive, worldwide license to use the Creator Content solely for the Creator's personal portfolio and self-promotional purposes.

Our Rights

Linkd and its licensors retain all rights, title, and interest in and to the Services, including all associated Intellectual Property Rights. Your access and use do not transfer any ownership rights.

Promotional Use

Unless Brand opts out in writing, Linkd may use Brand's name, logo, and non-confidential Campaign information (excluding performance metrics unless anonymized) for marketing, promotional, and case study purposes.

DATA PRIVACY AND SECURITY

Privacy and Security

Linkd will collect, use, and disclose personal information in accordance with the Privacy Policy and applicable Canadian privacy laws, including the Personal Information Protection and Electronic Documents Act (PIPEDA) and the Consumer Privacy Protection Act (CPPA) as applicable. Linkd implements measures intended to secure Creator Content; however, no system is completely secure.

Usage Data

Linkd may collect and use data regarding Brand's and Creator's use of the Services, Campaign performance, and advertising analytics including de-identified, anonymized, or aggregated data ("Usage Data") to operate, support, protect, and improve the Services. Linkd does not intentionally collect personal customer information such as customer names, email addresses, or phone numbers for attribution purposes.

Permitted Disclosures

Linkd may disclose Creator Content to service providers and third parties as necessary to provide the Services or as required by Applicable Laws. You acknowledge that Creator Content may be processed, stored, or transferred in Canada, the United States, and other jurisdictions where Linkd or its providers operate, in compliance with applicable Canadian privacy law requirements for cross-border data transfers.

Confidential Information

Brand acknowledges that certain Creator communications, drafts, Campaign Briefs, and non-public materials exchanged through the Services may constitute Confidential Information of Creators or Linkd. Brand will use such information solely for Campaign purposes and will not disclose it except as permitted by Applicable Laws.

Third Party Services

The Services may include links to or integrations with third-party websites or services. Linkd does not control and is not responsible for third-party content, policies, or practices. Brand's use of third-party services is at Brand's own risk and subject to the third party's terms.

DISCLAIMERS

General Disclaimer. The Services are provided "as is" and "as available," without warranties of any kind. To the maximum extent permitted by applicable Canadian law, Linkd disclaims all warranties, whether express, implied, statutory, or otherwise, including merchantability, fitness for a particular purpose, title, non-infringement, quality, and reliability. Linkd does not warrant that the Services will be uninterrupted, secure, timely, error-free, or free of malicious software, or that defects will be corrected.

No Performance Guarantees. Linkd makes no representations or guarantees regarding the performance, reach, engagement, conversion rates, sales, or effectiveness of any Campaign or Creator Content. Brand acknowledges that marketing results are inherently variable and dependent on factors outside Linkd's control.

Trials and Beta Features. Trials and Beta Features (if any) are provided without warranties of any kind and at your sole risk.

LIABILITY AND INDEMNIFICATION

Force Majeure

Neither party is liable for delay or failure to perform due to events beyond its reasonable control, including cyber incidents, power failures, acts of nature, labor disputes, governmental actions, or failures of third-party providers. Brand's obligation to pay Fees is not excused by a force majeure event.

Limitation of Liability

To the maximum extent permitted by applicable Canadian law, in no event will Linkd or its affiliates be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including lost profits, revenue, data, business interruption, or loss of goodwill, even if advised of the possibility. The maximum aggregate liability of Linkd for all claims arising out of or relating to this Agreement or the Services will not exceed the greater of: (a) the total Fees paid or payable by Brand to Linkd in the twelve (12) months preceding the event giving rise to the claim, or (b) five hundred Canadian dollars (CAD $500.00). Nothing in this Agreement limits liability that cannot be excluded or limited under applicable Canadian law.

Injunctive Relief

You agree that a breach of the confidentiality or intellectual property provisions of this Agreement would cause Linkd irreparable harm for which monetary damages are inadequate, and Linkd may seek injunctive relief without bond in addition to other remedies.

Indemnification

Brand will defend, indemnify, and hold harmless Linkd and its affiliates, and their respective officers, directors, employees, contractors, and agents, from and against any third-party claims, losses, liabilities, damages, government investigations, and expenses (including reasonable legal fees) arising from: (a) its use of the Services; (b) any breach of this Agreement; (c) any violation of any third-party rights, including privacy, publicity, or Intellectual Property Rights; or (d) any allegation that Campaigns, Campaign Briefs, Brand Marks, products, services, or Creator Content approved or used by Brand violate Applicable Laws.

Indemnification Procedures

The indemnified party will: (a) promptly notify the indemnifying party in writing of any claim;

give the indemnifying party sole control of the defense and settlement of such claim; and

provide reasonable cooperation to the indemnifying party at the indemnifying party's expense.

DISPUTE RESOLUTION

Governing Law

This Agreement is governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-law rules. The parties agree that the courts of the Province of Ontario, sitting in [INSERT CITY], Ontario, shall have exclusive jurisdiction over any dispute not subject to arbitration.

Negotiation

Before initiating any formal dispute resolution process, the parties agree to attempt to resolve any dispute through good-faith negotiation for a period of thirty (30) days following written notice of the dispute from one party to the other.

Arbitration

If the parties are unable to resolve a dispute through negotiation, either party may submit the dispute to binding arbitration administered by the ADR Institute of Canada, Inc. ("ADRIC") under its National Arbitration Rules, except as provided in Section 9.4. The arbitration shall be conducted in the English language in Ontario, Canada, and the arbitrator shall apply the laws of the Province of Ontario. The arbitrator may award any individual relief available under law. The costs of arbitration shall be shared equally unless the arbitrator determines otherwise.

Injunctive Relief

Notwithstanding the foregoing, Linkd may seek injunctive or equitable relief in the courts of Ontario for misappropriation or infringement of Intellectual Property Rights.

No Class Actions

Arbitration will be conducted only on an individual basis. The arbitrator may not consolidate claims or preside over any form of class or representative proceeding without Linkd's consent.

User Disputes

Notice. Brand will promptly notify Linkd through the Services of any dispute with a Creator regarding deliverables, compliance with the Campaign Brief, Acceptance, attribution, or payment (a "User Dispute").

Platform Process. Brand will use the Services to communicate regarding User Disputes and will not require Creators to resolve disputes off-platform.

Linkd Discretion. Linkd may, in its sole discretion: (i) request information from Brand and/or Creator; (ii) facilitate resolution; (iii) withhold disputed Fees pending review; (iv) issue a non-binding recommendation; or (v) decline to intervene.

No Obligation; No Liability. Linkd has no obligation to resolve User Disputes and is not liable for outcomes, except as required by Applicable Laws.

GENERAL TERMS

Term

The term of this Agreement begins when you first access the Services or otherwise acknowledge your acceptance of the Agreement (whichever is first) and will continue in effect until terminated as set forth in this Agreement.

Termination

Either you or Linkd may terminate this Agreement at any time and for any reason. Termination does not relieve Brand of: (a) any obligation to pay Fees accrued before the effective date of termination; (b) any commission obligations attributable to Creator Content used in advertising prior to termination; or (c) any perpetual license rights in fully paid Flat Fee Program Creator Content, which survive termination. Upon termination, all unused Monthly Credits are forfeited immediately and are non-refundable.

Trials and Beta Features

Linkd may make Trials and Beta Features available to you solely for evaluation and testing purposes on an "as is" and "as available" basis without any warranties. Linkd may suspend, limit, or terminate access to Trials and Beta Features at any time without notice or liability.

Assignment

You may not assign this Agreement without Linkd's prior written consent, except in connection with a merger, reorganization, acquisition, or transfer of substantially all assets, with notice to Linkd. Any prohibited assignment is void. Linkd may assign this Agreement without restriction.

Relationship of the Parties

The parties are independent contractors. No agency, partnership, joint venture, or employment relationship is created with Linkd or any Creator.

Notices

Notices must be in writing and delivered to Linkd at: Linkd Technologies Inc. Attn: Legal Department, 235 Fitzgerald Crescent, Ontario, Canada; and to you at the email or mailing address associated with your Linkd account. Notices are deemed given upon receipt (personal delivery or email) or three (3) business days after dispatch (courier or registered mail).

Entire Agreement

This Agreement (including the Privacy Policy and any Campaign Details) is the entire agreement between the parties regarding its subject matter and supersedes all prior or contemporaneous agreements. "Including" means "including without limitation." Terms in purchase orders or other forms will not modify this Agreement.

Waiver; Severability

Any waiver must be in writing and signed by the waiving party. If any provision is held invalid or unenforceable under applicable Canadian law, it will be limited to the minimum extent necessary so the remainder remains in full force and effect.

Language

The parties have expressly requested that this Agreement and all related documents be drafted in English. Les parties ont expressément demandé que la présente entente et tous les documents connexes soient rédigés en anglais.

Survival

Sections relating to Fees (including Section 4), Intellectual Property Rights (including Section 5), Confidential Information, representations and warranties, Limitation of Liability, Indemnification, Dispute Resolution, Governing Law, and any provisions which by their nature should survive, will survive termination of this Agreement.

Linkd Technologies Inc. | joinlinkd.com | Ontario, Canada