Affiliate Terms

Telecom Stack Limited Affiliate Program

EFFECTIVE: February 25, 2026

Terms and Conditions

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS (“Terms”) VERY CAREFULLY BEFORE REGISTERING FOR THE TELECOM STACK AFFILIATE OFFER (“Program”). THESE TERMS CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU (“Participant”) AND TELECOM STACK LIMITED (TELECOM STACK), ON BEHALF OF ITSELF AND ITS AFFILIATES, REGARDING YOUR PARTICIPATION IN THE PROGRAM. YOU REPRESENT AND WARRANT THAT YOU ARE OF LEGAL AGE AND HAVE THE RIGHT AND AUTHORITY TO ACCEPT THESE TERMS ON YOUR OWN BEHALF. IF YOU ARE ACTING ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS, IN WHICH CASE “PARTICIPANT” REFERS TO SUCH ENTITY. EMPLOYEES, REPRESENTATIVES AND AGENTS OF TELECOM STACK OR A TELECOM STACK AFFILIATE, AND THEIR IMMEDIATE FAMILY MEMBERS, ARE NOT ELIGIBLE TO PARTICIPATE IN THE PROGRAM. YOUR PARTICIPATION IN THE PROGRAM INDICATES THAT YOU HAVE ACCEPTED THESE TERMS.

DEFINITIONS. The following definitions will apply in this Agreement, and any reference to the singular includes a reference to the plural and vice versa. Service-specific definitions are found in Exhibit A.

“Affiliate(s)” mean, with respect to any entity, any other entity directly or indirectly controlling or controlled by, or under common control with, such entity. For purposes of these Terms, “control” (including the terms “controlled by” and “under common control with”) means the power to direct or cause the direction of the management or policies of such entity, whether through the ownership of voting securities, by contract or otherwise.

“Immediate Family Member(s)” mean parents, spouse, siblings, children, grandparents, stepparents, stepchildren and step siblings, and their respective spouses, and those living in the same household, whether related.

“Referral” means a completed lead submitted as described by the Program’s terms that includes the following: name of the business, contact name, contact e-mail address, physical address, telephone number and the eligible Qualifying Referral Type that is being considered.

“Qualifying Referral Type(s)”is the Referral of a new Business Customer who purchases a Qualifying Service.

“Qualifying Service(s)” mean the following as defined in the applicable Telecom Stacks offerings and services that are sold at Recommended Sales Prices (RSP):

Business Phone System:
-Cloud PBX
-Concurrent lines
-Softphones
-Wallboards

Broadband Connectivity:
-Broadband offering
-Mobile broadband (5G and LTE)

Mobile Sim Cards:
-Sim Only Offerings

Domains:
-Monthly Hosting Fees

Specialised services:
-Microsoft Teams
-Integrated Payment Solutions

Other considerations: There are no referral fees payable for the following services:
-Callouts or onsite support
-Hardware sales
-Support services
-Delivery charges
-Services offered with discounts or special offers
-Unpaid client bills
-Credits issued to client accounts will be deducted from the commission due
-Promotional trials or giveaways
-Development charges
-Annual domain renewal charges

“Participant” is an individual or business entity that enrols and participates in the Program. The application to become an affiliate.

“Referred Party” means a Referred Participant, or a new Business customer who purchases an eligible Qualifying Service. However, a Referred Party cannot be:
i. An active Participant or their Affiliate (i.e., You cannot submit a referral for Qualifying Services that You or an Affiliate purchase);
ii. A Participant’s employer, employee or Immediate Family Member;
iii. an entity for which a Participant has decision-making authority or influence to purchase Qualifying Services;
iv. a current or former Telecom Stack customer that has purchased products or services from Telecom Stack in the six months immediately preceding the date of the Referral;
v. an employee, representative and/or agent of Telecom Stack or any Telecom Stack Affiliate or an Immediate Family Member of any of these individuals;
vi. a local, state, or federal government entity;

“Referral Compensation” refers to both:

i. “Business Customer Referral Compensation”:
-One month of recurring service charges (MRC) for Referrals of all Qualifying Services that are sold at the RSP.
-Compensation amounts are shared with the Affiliates on sign-up, in monthly compensation reports and when any amendments are made to products, services or pricing.

ii. Total Referral Compensation is not limited per calendar year. Referral Compensation will be paid by electronic funds transfer. It is up to the affiliate to ensure that the contact and banking details are kept up to date with Telecom Stack. Payments can only be made to bank accounts in the affiliate's name, as Telecom Stack cannot make payments to third parties. Any change of details needs to be communicated to affiliates@telecomstack.com.

“Referral Portfolio” is the total Affiliate qualified referrals that purchase qualifying services.

PROGRAM DETAILS. Eligibility for Referral Compensation will be determined by Telecom Stack Limited at its sole and exclusive discretion. The Program allows Participants to email Qualifying Referrals to orders@telecomstack.com, stating the contact and specifics of the request. If a Referred Party subscribes to or purchases an eligible Qualifying Service, the Participant and/or Referred Participant will be eligible to receive Referral Compensation. The failure to comply with these Terms, including by engaging in abusive or fraudulent activity, will result in the termination of a Participant’s activity in the Program and the denial of Referral Compensation. Participants will be eligible for Business Customer Referral Compensation only if the Referred Party purchases a new Qualifying Service that has been active for at least 60 days. Telecom Stack will pay Referral Compensation within 30 days of the referral paying their bills.
a. Payout: Once a month, Telecom Stack calculates the total payments received for services for the clients in the referrals portfolio. This information and report are shared with the affiliate via email. The affiliate raises an invoice for the amount, adds VAT if the affiliate is VAT-registered, and submits it to accounts@telecomstack.com for processing. Once the invoice is approved, payment is made to the affiliate's bank account within 7 days of the invoice being accepted.
b. Records: It is the Affiliates' responsibility to keep track of their own records, such as payments received, invoices issued, and any other accounting or bookkeeping records.
c. Tax Responsibility for Participants. Participants will be solely responsible for all corporate, personal, state and local taxes, and any other costs and expenses associated with Referral Compensation. Payments to recipients will be subject to any withholding taxes and reported to the relevant tax authority as required by law. Participants will remain responsible for the reporting and payment of all relevant taxes.
d. Multiple Payments Prohibited. Only one Referral for each Referred Party can be eligible for Referral Compensation. If multiple Referrals are submitted for the same Referred Party that purchases any of the eligible Qualifying Services, Telecom Stack will only pay Referral Compensation for the Referral that was first received, as determined by Telecom Stack in its sole discretion. By submitting a Referral, Participants will only be eligible for Referral Compensation, which cannot be combined with any other Telecom Stack referral or similar awards program.
e. Confidentiality. Participants may not make any public statements regarding these Terms or their participation in the Program. By participating in the Program, Participants acknowledge and agree that Telecom Stack will not be able to share information about the Referred Party with the Participants, including whether or not the Referred Party agreed to purchase Qualifying Service under the terms of this Program.
f. Termination. Telecom Stack reserves the right to modify or terminate the Program at any time, with or without notice. Telecom Stack also reserves the right to terminate a Participant’s participation in the Program at any time. Participants will not be entitled to any Referral Compensation following termination of the Program or termination of a Participant’s participation in the Program. Telecom Stack may modify or discontinue, temporarily or permanently, or restrict or reject any Referred Party’s order for Qualifying Service.
g. Marketing Prohibited. Participants are prohibited from conducting any advertising or marketing campaigns (including, but not limited to, e-mail, telemarketing, fax, radio, television, internet, OOH and print advertising) to solicit Referrals for the Program. Participants must not use any Telecom Stack trademarks, service marks, trade names, or logos or provide any inaccurate or misleading information about Telecom Stack, or its products or services, in conjunction with the Program. Any loss, damage or claim in any manner arising from a Participant’s unauthorised acts or omissions related to this Program is solely the Participant’s responsibility.
h. The Program is void where prohibited.

MISCELLANEOUS.
a. Limitation of Liability. NEITHER TELECOM STACK NOR TELECOM STACK AFFILIATES WILL BE LIABLE TO PARTICIPANTS FOR ANY INDIRECT, SPECIAL, RELIANCE, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS OR REVENUES, AS A RESULT OF ANY (1) DEFAULT OR BREACH OF THESE TERMS, (2) THE TERMINATION OR EXPIRATION OF THE PROGRAM OR (3) ANY OTHER EVENT, CONDUCT, ACT OR OMISSION ARISING OUT OF OR RELATED TO THE PROGRAM. THIS LIMITATION OF LIABILITY APPLIES TO ALL CLAIMS, WHETHER BASED ON CONTRACT, TORT, OR STATUTORY. THIS LIMITATION OF LIABILITY IS MADE KNOWINGLY, INTENTIONALLY, VOLUNTARILY, AND WITH FULL KNOWLEDGE THAT AS A PARTICIPANT, YOU MAY BE GIVING UP YOUR RIGHT TO SEEK DAMAGES THAT YOU OTHERWISE MAY BE ENTITLED TO PURSUE.
b. Indemnification. Participants must defend, hold harmless and indemnify Telecom Stack and Telecom Stack Affiliates, and all of their employees and agents from all liability, damages, punitive damages, fines, expenses, including reasonable attorneys’ fees and disbursements, claims, demands, or suits arising from a Participant’s breach of these Terms or non-compliance with law, the negligent, wilful, or fraudulent acts, or for the failure to act, with respect to the performance of obligations under these Terms and the Program.
Waiver. A waiver by Telecom Stack of any breach or violation of these Terms will not operate as a waiver of any subsequent breach or violation or a relinquishment of any rights contained in these Terms.
d. Severability. If any portion of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect without such portions and will be interpreted to reflect the original intent of the parties.
e. Cancellation and Modification. Telecom Stack reserves the right to modify or cancel the Program at any time, with or without notice. Telecom Stack reserves the right to modify or discontinue, temporarily or permanently, or restrict or reject any Referred Party’s order for service.
f. Independent Contractor. Nothing in these Terms will create a relationship of agent, joint venture, partner or employer/employee between Participants and Telecom Stack. For the purposes of the Program, Participants are independent contractors, and are solely responsible for any expenses incurred as a result of their participation in the Program, including, but not limited to, taxes, insurance, wages and employee benefits.
g. Right to Withhold Payments. Telecom Stack has the right to withhold commission payments to recoup costs associated with the Affiliate's account when conducting investigations, audits or reviews on any account and processes.
h. Third Party Beneficiaries. These Terms are for the benefit of the Participants, Telecom Stack, and Telecom Stack Affiliates, and do not provide any third party (including a Referred Party) with the right to enforce or bring an action for any remedy, claim, liability, reimbursement, cause of action, or any other right or privilege.
i. Compliance with Laws. Participants must comply with all local, state and federal laws applicable to them and their business under these Terms and the Program.
j. Jurisdiction and Venue. These Terms shall be governed by the laws of the Republic of Ireland, except for conflict of law rules. Any suit to enforce these Terms or any provision within must be brought exclusively in the state or federal courts located in Dublin, except for claims seeking injunctive or other equitable relief, which may be brought in any court of competent jurisdiction.
k. Entire Agreement. These Terms constitute the entire agreement between Participants and Telecom Stack regarding the covered subject matter and cancel any previous agreements, understandings or negotiations, whether oral or written, between Participants and Telecom Stack relating to the subject matter of these Terms. These Terms cannot be modified or supplemented by any written or oral statements, proposals, representations, or advertisements.