These terms and conditions are dated 25 August 2026.

These Sweeps Affiliate Terms and Conditions (“Agreement”) are entered into between Broadsword LLC, a limited liability company formed in Delaware, USA, with Delaware file number 10189384, whose registered office is at 108 W 13th St Ste 100, Wilmington, DE 19801, USA (“Broadsword”, “we”, “us” or “our”), and the person or entity that accepts this Agreement in order to promote a Sweeps Brand (“Affiliate”, “you” or “your”).

This Agreement governs the Affiliate’s promotion of the Sweeps Brand(s) for which the Affiliate is approved, and applies in addition to any other affiliate terms and conditions the Affiliate may have separately agreed with any other company in respect of any other brand. This Agreement does not form part of, and is not incorporated into, any such other agreement.

1. Interpretation

Affiliate: the person or entity that accepts this Agreement in order to promote a Sweeps Brand, as defined above.

Affiliate Customer Fraud: means an actual or attempted act by any Qualified Player or other referred customer which is reasonably deemed by Broadsword to be (i) illegal in any applicable jurisdiction; (ii) made in bad faith; or (iii) intended to defraud Broadsword and/or circumvent any contractual or legal restrictions, regardless of whether such act or attempted act actually causes Broadsword any damage or harm. Affiliate Customer Fraud shall include, without limitation, collusion, bonus abuse, abuse of promotions or other incentives, violation of AML or other similar laws, and use of stolen payment cards.

Affiliate Fraud: means an actual or attempted act by the Affiliate which is reasonably deemed by Broadsword to be (i) illegal in any applicable jurisdiction; (ii) made in bad faith; or (iii) intended to defraud Broadsword and/or circumvent any contractual or legal restrictions, regardless of whether such act or attempted act actually causes Broadsword any damage or harm. Affiliate Fraud shall include, without limitation, collusion, abuse of bonuses or other promotions, abuse of the Affiliate remuneration structure, violation of AML or other similar laws, false, misleading or unauthorised advertising or representations, use of stolen payment cards or rake-back activity.

Affiliate Portal: the affiliate management platform (currently CellXpert) through which the Affiliate registers, receives reporting, and is paid Commission.

Broadsword: Broadsword LLC, as defined above.

Commission: the compensation payable to the Affiliate by Broadsword for Qualified Players, calculated in accordance with the commercial terms agreed between Broadsword and the Affiliate.

Virtual Currency: the virtual social gameplay currency sold on the relevant Sweeps Brand, which has no monetary value and cannot be redeemed for money or prizes.

Net Revenue: in respect of a Sweeps Brand, the revenues received by Broadsword from Virtual Currency purchases made by the Affiliate’s referred Qualified Players, after deduction of costs including operating costs, payment processing fees, promotional bonuses, invalid or fraudulent payments, prize redemption costs and applicable taxes.

Qualified Player: has the meaning given in clause 4.2.

Restricted States: the US states and territories in which the relevant Sweeps Brand does not accept players, as published and maintained on that Sweeps Brand’s website from time to time (including via geo-blocking or other access restrictions applied on the website, whether or not yet reflected in the player Terms and Conditions), together with any additional states or territories notified to the Affiliate in writing (including by email).

Sweeps Brand(s): the social sweepstakes brand(s) operated by Broadsword for which the Affiliate has been approved to participate in the affiliate programme, together with any related mobile applications or successor URLs.

Sweeps Marketing Guidelines: the marketing and creative guidelines notified by Broadsword to the Affiliate from time to time in respect of the relevant Sweeps Brand.

2. Nature of the Sweeps Brand(s) — Sweepstakes Positioning

2.1 Each Sweeps Brand is a social sweepstakes entertainment platform. It is not a gambling platform and does not offer real-money gambling services. No purchase or payment of any kind is necessary for a customer to play, participate, enter, or win, and a purchase does not improve a customer’s chances of winning.

2.2 The Affiliate shall ensure that all marketing of a Sweeps Brand accurately reflects paragraph 2.1. The Affiliate shall not describe or present a Sweeps Brand as gambling, betting, wagering or a real-money casino, shall not use real-money gambling logos, names or marks in ads, sites or apps promoting a Sweeps Brand, and shall not use terms such as “deposit”, “bet” or “wager” in relation to a Sweeps Brand. The Affiliate shall follow the approved terminology in the Sweeps Marketing Guidelines.

2.3 Mandatory wording. All sign-up offers and promotional materials for a Sweeps Brand must include the following wording (or such updated wording as Broadsword notifies): “No purchase necessary. 21+. Void where prohibited. Not real-money gambling. T&Cs apply.”

2.4 All sign-up offers and acquisition-focused promotional materials for a Sweeps Brand must include a visible reference to, or a direct link to, the Alternative Method of Entry available for that Sweeps Brand (at the URL notified by Broadsword, or such updated URL as Broadsword notifies), placed in proximity to the “No purchase necessary” disclosure required under paragraph 2.3.

2.5 The Affiliate shall clearly and conspicuously disclose its material connection to the relevant Sweeps Brand in all promotional content in accordance with FTC guidance on endorsements and testimonials (e.g., “#ad” or an equivalent clear disclosure).

3. Territory and Restricted States

3.1 The Affiliate may promote a Sweeps Brand only to persons located in the United States, excluding the Restricted States applicable to that Sweeps Brand, and shall not target any audience located outside the United States.

3.2 The Affiliate acknowledges that the Restricted States are managed operationally on the relevant Sweeps Brand’s website, including via geo-blocking, and that the list may be updated on the website before the player Terms and Conditions are formally amended to reflect the change. The Affiliate is responsible for checking the relevant Sweeps Brand’s website regularly, and not solely the player Terms and Conditions, to ensure its marketing reflects the current Restricted States at all times. For the avoidance of doubt, Restricted States includes any state or territory operationally geo-blocked by Broadsword regardless of whether it appears in the named list within the Restricted Jurisdiction definition in the relevant Sweeps Brand’s player Terms and Conditions. Broadsword will endeavour to provide written notification of any addition to the Restricted States list within 24 hours of the change taking operational effect, but the Affiliate remains responsible for compliance whether or not a notification has been received.

3.3 The Affiliate shall not: (a) target, direct, or geo-target any marketing for a Sweeps Brand at persons located in any Restricted State; (b) purchase or bid on search terms, place advertisements, or distribute content in a manner reasonably likely to reach persons in Restricted States; or (c) represent that a Sweeps Brand is available in any Restricted State.

3.4 Where a state or territory becomes a Restricted State for a Sweeps Brand, the Affiliate shall remove, suppress or geo-restrict all affected marketing within 24 hours of the earlier of: (a) the change being applied on the relevant Sweeps Brand’s website (including via geo-blocking); (b) the change being published in that Sweeps Brand’s player Terms and Conditions; and (c) written notification to the Affiliate (including by email), or within such shorter period as the notice reasonably requires.

3.5 The Affiliate acknowledges that certain US states impose or propose direct liability on marketing affiliates and other supporting service providers of sweepstakes platforms. Compliance with this clause 3 is a material obligation, and the Affiliate’s indemnity in clause 12 expressly extends to any claim, penalty, or enforcement action arising from the Affiliate’s promotion of a Sweeps Brand in breach of this clause 3 or applicable US federal or state law.

4. Qualified Players

4.1 Commission is payable only in respect of Qualified Players.

4.2 “Qualified Player” means a visitor from the Affiliate’s site or approved marketing channels who enters a Sweeps Brand via the Affiliate’s tracked links and who: (a) registers for an account with that Sweeps Brand; (b) verifies their email address and provides the profile data (such as name and address) required to activate their account; (c) agrees to that Sweeps Brand’s Terms and Conditions; (d) is at least 21 years of age; (e) is located in the United States and not in a Restricted State at registration and first purchase; and (f) makes a first Virtual Currency purchase and satisfies any additional qualification criteria set out in the commercial terms agreed between Broadsword and the Affiliate.

4.3 For the avoidance of doubt, “Qualified Player” excludes any end user who has not verified their email address, who is at that time an existing or previous customer of the relevant Sweeps Brand (including any account detected to be a duplicate), who is located in a Restricted State, or who is located outside the United States.

4.4 No Commission shall be payable in respect of any individual who is, or who resides in the same household as, an employee, officer, director or contractor of Broadsword or its affiliates.

5. Commission and Payment

5.1 Broadsword shall pay the Affiliate Commission calculated in accordance with the commercial terms agreed between Broadsword and the Affiliate, whether displayed during sign-up, published on the Affiliate Portal, or communicated in writing.

5.2 Commission plans available are: (a) Revenue Share — a defined percentage of Net Revenue; (b) CPA — a fixed amount per Qualified Player; and (c) Hybrid — a combination of Revenue Share and CPA. The applicable Commission rate and structure shall be determined and confirmed by Broadsword at its sole discretion and may be communicated via written notice, or dashboard display.

5.3 Broadsword reserves the right to amend the Commission structure, rate, or methods of calculation at any time, at its sole discretion, in accordance with the provisions of this Agreement; any such amendment shall apply prospectively to Net Revenue generated after the effective date of the amendment.

5.4 Commission is payable monthly, subject to a minimum threshold of USD $250. If the Affiliate’s commission balance remains below this threshold for a continuous period of nine (9) months and no new Qualified Players have been referred during that period, Broadsword reserves the right to reset the balance to zero without further notice.

5.5 All Commission is payable by Broadsword in USD.

5.6 Payments by Broadsword are outside the scope of VAT. The Affiliate is solely responsible for its own taxes on Commission, and shall provide Broadsword with a completed IRS Form W-9 (US persons) or W-8BEN / W-8BEN-E (non-US persons), or such other tax documentation as Broadsword reasonably requires, by uploading it to the Affiliate Portal (or by such other method as Broadsword directs). Broadsword may withhold payment of any Commission until the required documentation has been uploaded and verified, and no interest or compensation shall accrue on Commission withheld under this paragraph. Where required by law, Broadsword may deduct withholding tax or other applicable taxes from Commission before payment.

5.7 Invoices, payment queries and financial notices shall be sent to finance@broad-sword.com.

5.8 No commission shall be paid or retained in respect of any Qualified Player whose account is, in the reasonable opinion of Broadsword, associated with Affiliate Customer Fraud or any activity that constitutes Affiliate Fraud, as defined in this Agreement. This includes, but is not limited to, chargeback, bonus abuse, violation of AML or other applicable laws, use of stolen payment methods, or any other deceptive or unlawful conduct. Additionally, no commission shall be paid or retained in respect of any Qualified Player whose account is suspended, self-excluded, closed for fraud, or otherwise deemed ineligible by Broadsword for any reasonable regulatory, legal, or reputational reason. Where a pattern of self-exclusion or bonus abuse among referred players is identified, Broadsword reserves the right to review the quality of the Affiliate’s traffic and may withhold or recover Commission payments specifically related to those players.

5.9 For the avoidance of doubt, the Affiliate shall not be entitled to any commission in respect of revenues generated by players, or players acquired, following the termination of this Agreement.

6. Responsible Marketing (21+)

The Affiliate shall comply with the Sweeps Marketing Guidelines, and in particular:

•     (a) No advertising message may be designed to appeal to persons below the age of 21, and no message may suggest or imply that underage persons engage in social casino-style play;

•     (b) Advertising must not depict cartoon characters or feature entertainers, athletes, influencers or music that appeals primarily to audiences below the age of 21;

•     (c) Models, actors, influencers, athletes and entertainers appearing in advertising must be at least 21 years old, substantiated by proper identification;

•     (d) Advertising for a Sweeps Brand may be placed in broadcast, cable, radio, print or digital communications (including social media, websites and streaming) only where at least 73.6 percent of the audience is reasonably expected to be 21 years or older, determined using reliable, up-to-date audience composition data;

•     (e) No Sweeps Brand messages — including logos, trademarks or brand names — may be used or licensed for use on clothing, games or game equipment intended primarily for persons below 21, and promotional products carrying Sweeps Brand branding must be distributed only to those 21 or older using commercially reasonable efforts;

•     (f) SMS campaigns, “pop-under” campaigns, and paid search (PPC) campaigns on Sweeps Brand branded keywords are not permitted;

•     (g) The Affiliate may only use creative materials approved by Broadsword and may not alter approved banners or links without prior written approval.

7. Affiliate Obligations

7.1 The Affiliate shall use all reasonable commercial efforts to market and promote the relevant Sweeps Brand(s) to generate the maximum number of Qualified Players.

7.2 The Affiliate shall not: (a) use spam or unsolicited communications; (b) engage in any fraudulent, deceptive or misleading marketing; (c) place Sweeps Brand links or advertising on any website that is aimed at children, promotes illegal activity, or contains obscene, violent or discriminatory content; or (d) make any representation or commitment on behalf of Broadsword.

7.3 The Affiliate confirms that it will obtain all necessary permissions and consents from any individual whose personal data it processes in connection with this Agreement, and that its marketing activities in respect of the Sweeps Brand(s) comply with the CAN-SPAM Act, the Telephone Consumer Protection Act (TCPA), the California Consumer Privacy Act (as amended by the CPRA), and any other applicable federal or state privacy, marketing, or consumer-protection law, together with FTC guidance on endorsements and testimonials.

7.4 The Affiliate shall promptly provide Broadsword with such co-operation and information as Broadsword reasonably requires in connection with this Agreement, including for compliance, audit or regulatory purposes.

7.5 The Affiliate will not engage in, allow, assist, promote, encourage or benefit from, directly or indirectly, any of the following: (a) any act that involves Affiliate Fraud or Affiliate Customer Fraud, including bonus abuse or abuse of promotions or incentives; (b) any act that alters, affects, redirects or interferes with the operation of any Sweeps Brand or associated business; (c) any act that results or could result in the interception or redirection of traffic from or on any online property; and (d) any activity that in Broadsword’s reasonable opinion is unsuitable, fraudulent, erroneous, misrepresentative or inappropriate.

8. Intellectual Property

8.1 Broadsword grants the Affiliate a non-exclusive, non-transferable, revocable licence, during the term of this Agreement, to use the trade marks of the Sweeps Brand(s) for which the Affiliate is approved, and approved creative materials, solely to promote that Sweeps Brand in accordance with this Agreement and the Sweeps Marketing Guidelines. This licence may not be sub-licensed, assigned or otherwise transferred. All other rights in each Sweeps Brand and its trade marks are reserved to Broadsword.

9. Closure of a Market

9.1 If applicable legislation changes in a particular US state or other market such that Broadsword is required to cease offering a Sweeps Brand in that market and close existing player accounts there, this Agreement shall cease to apply to that market in respect of that Sweeps Brand and no Commission shall accrue in respect of that market with effect from the date of the change in legislation requiring such closure. Commission properly accrued before that date remains payable in accordance with this Agreement.

10. Suspension

10.1 Broadsword may suspend or withdraw the affiliate programme for any Sweeps Brand, in whole or in respect of any state, at any time where it reasonably considers this necessary for legal, regulatory or commercial reasons, without liability to the Affiliate other than payment of Commission properly accrued prior to suspension or withdrawal.

11. Duration and Termination

11.1 This Agreement commences on the date the Affiliate accepts it and continues until terminated by either party on thirty (30) days’ written notice.

11.2 Broadsword may terminate this Agreement immediately if: (a) the Affiliate commits a material breach of this Agreement; (b) the Affiliate fails to refer any Qualified Players over any 3-month period; (c) the Affiliate’s conduct might prejudice Broadsword’s relationship with any regulatory authority or lead to regulatory sanction; or (d) Broadsword is ordered by a regulatory authority to terminate the relationship.

11.3 On termination: (a) all licences granted under this Agreement immediately terminate and the Affiliate must remove all Sweeps Brand links, marks and materials from its properties; and (b) accrued rights of the parties are not affected.

12. Indemnity

12.1 The Affiliate shall indemnify and hold harmless Broadsword, its officers, directors and employees against any losses, damages, costs and liabilities (including reasonable legal costs) arising out of or in connection with any breach of this Agreement by the Affiliate, or any claim by a third party arising from the Affiliate’s promotion of a Sweeps Brand.

13. Limitation of Liability

13.1 Nothing in this Agreement limits or excludes either party’s liability for death or personal injury caused by its negligence, fraud, or any liability that cannot be limited or excluded by applicable law.

13.2 Subject to clause 13.1, Broadsword’s total aggregate liability to the Affiliate arising out of or in connection with this Agreement shall not exceed the total Commission paid to the Affiliate in the 12 months preceding the event giving rise to the claim.

13.3 Subject to clause 13.1, neither party shall be liable to the other for any indirect or consequential loss, or loss of profits, revenue, business or goodwill, arising out of or in connection with this Agreement.

14. Data Protection

14.1 Each party shall comply with all applicable US federal and state data protection and privacy laws in connection with the performance of its obligations under this Agreement.

15. No Partnership or Agency

Nothing in this Agreement establishes any partnership, joint venture or agency relationship between the parties, and the Affiliate has no authority to bind Broadsword.

16. Variation

Broadsword may amend this Agreement at any time by publishing updated terms on affiliateempire.com or by written notice. Continued promotion of a Sweeps Brand following such notice constitutes acceptance of the updated terms.

17. Assignment

17.1 The Affiliate may not assign, transfer or subcontract any of its rights or obligations under this Agreement without Broadsword’s prior written consent. Broadsword may assign or transfer this Agreement at any time.

18. Entire Agreement

This Agreement constitutes the entire agreement between Broadsword and the Affiliate in respect of the promotion of the Sweeps Brand(s) for which the Affiliate is approved, and supersedes all prior discussions, agreements or understandings on that subject. This Agreement does not form part of, and is not incorporated into, any other affiliate terms and conditions the Affiliate may have entered into with any other company. These terms will always take precedence.

19. Notices

19.1 Notices under this Agreement shall be sent by email to support@affiliateempire.com (for general notices) or finance@broad-sword.com (for payment matters), or such other address as Broadsword notifies from time to time.

20. Governing Law and Jurisdiction

20.1 This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it shall be governed by, and construed in accordance with, the laws of the State of Delaware, USA, without regard to its conflict of laws principles, and each party irrevocably agrees that the state and federal courts located in the State of Delaware shall have exclusive jurisdiction to settle any such dispute or claim.