# Keystone Affiliate Program Agreement

WHEREAS Party A and its affiliates are developer(s), producer(s), and after-sales service provider(s) of Keystone Tablet and Keystone, and Party A is the founder of Keystone Affiliate Program; WHEREAS Party B is willing to become Keystone Affiliate in accordance with this Agreement and promote the product specified in this Agreement; By replying “I Agree”, you acknowledge that you have read, understood, and agree to be bound by the following terms and conditions:

I. Definitions Unless otherwise agreed or prescribed hereunder, the following terms shall have the following meanings in this Agreement:

Party A (“Keystone”): Yanssie HK Limited;

Party B: you, refers to the member (s) who voluntarily join the Keystone Affiliate Program, and agree to promote Party A’s products according to this Agreement, also “Keystone Affiliate”; Keystone Affiliate Program: a membership organization that allows Keystone Affiliate to promote Keystone products and obtain commissions according to this Agreement, its official website is  [http://www.Keystone.com/](http://www.cobo.com/) ;

Keystone Affiliate: refers to any member(s) of the Keystone Affiliate Program that use(s) the Keystone Affiliate Program’s services for promotion as well as any other affiliate(s) that recognize(s) and undertake(s) to observe these Keystone Affiliate Program rules in any other way;

II. Rights and Obligations

1. Party B is willing to become a member of Keystone Affiliate Program and promote the Product.

2. Basic Relationship between the Parties 1) Party A is responsible for the development, production and quality management of Products; 2) As a Keystone Affiliate, Party B shall promote the Product only; Party B shall not represent Party A under any circumstance(s) without Party A’s prior written authorization or approval.

3. Party B shall ensure the legality of its promotional activities, including the form and the content. The promotional channel/promotion shall not include any of the following: (1) Any content determined to be objectionable in nature according to the basic principles set forth in the Constitution of the P.R.C.; (2) Any content that threatens national security, disseminates state secrets, diminishes state power, or disrupts national unity; (3) Any content that is harmful to the state’s honor and/or interest(s); (4) Any content that instigates racial bias, promotes racial discrimination, or disrupts racial harmony; (5) Any content that is discriminatory toward any race or targets any person, unit or, organization; (6) Any content that is contrary to the state’s religious policy; promoting any heresy or superstitious belief; (7) Any content that spreads rumor, disrupts the social order, or impairs social stability; (8) Any content that spreads obscenity, pornography, violence, killing, terrorism, or instigates crime(s); (9) Any content containing insult or slander directed at a person or people or that is extremely blasphemous or offensive; (10) Any content that was obtained by illegal or illegitimate means (11) Any content relating to gambling or casino; (12) Any content relating to illegal drugs or drug paraphernalia; (13) Any content that sells or promotes prescription drugs; (14) Any content that sells or is related to tobacco; (15) Any content that sells weapons or munitions (e.g. guns, parts of guns, fighting knives, and/or stun guns; (16) Any content that sells imitations of branded products or fake products; (17) Any content that sells or distributes semester reports or student theses; (18) Any content that infringes upon or is suspected of infringing upon the intellectual property rights of others, including but not limited, to patents, trademarks and copyrights; (19) Any content that compromises the trade secret(s) of others; (20) Any content that misappropriates or misrepresents the website of a third party in any way; (21) Any content that promotes a scam or scams (including but not limited to promoting “become rich quickly” etc.); (22) Any content that infringes upon, or is prohibited by, law or administrative regulation; that advertises any illegal activity or infringes the legal rights of a third party.

4. Party B agrees and undertakes to carry out promotional activities in according with Party A’s requirements, and shall not adopt the following promotion methods: (1) promote in the form of spam messages in the forum/post comments area or any web page comments area, and/or by sending spam or text messages; (2) promote through the click to pay advertising; (3) promote through the search engine marketing channels which include but not limited to, Google, Baidu, Yahoo, Bing, etc.; (4) promote through any “jump link”, of which refers to an intermediate website or web page directly jumps to the Keystone official website, with no other click link; (5) promote through the methods of cash return, bundle with other products, ultra low-cost resale or other disguised discounts forms.

5. Party B shall produce the promotion advertisement by using the materials directly acquired from Keystone Affiliate Program only, such use must not modify, cover, replace or alter in any other form of the materials. In the event that any promotion advertisement produced by Party B, including but not limited to picture(s), word(s), music, infringes the intellectual property rights of any third party or cause any other loss, Party B shall be responsible for all resulting legal consequences.

6. If Party B adversely affects Party A, in any way, due to negligence or fault during the promotional activity, including but not limited to, (1) damaging Party A’s fame, image, or brand reputation, (2) inciting complaint(s) of infringement from any third party, (3) prompting a lawsuit by any third party, or (4) disseminating Party A’s confidential information, Party B shall render any and all reasonable compensation(s) payable to Party A.

7. Party B may receive commission on the conditions that Party B promotes Keystone Products successfully in accordance with this Agreement. Detail:

1. For each Transaction, the Affiliate will earn a 10% commission of the final sales price (after applied discounts, VAT and delivery costs excluded) as actually paid by the Visitor, provided that the payment is requested and the conditions provided for hereafter are satisfied.

2. In order to receive the commission payments for the accomplished Transaction, the Affiliate shall:(i) have reached the “Affiliate Minimum Payment” threshold of 200 USD (ii)apply 60 days after the last transaction has been made in this payment. (iii)provide bitcoin address by email.

3. A Transaction is considered valid when a Visitor concludes a payment according to Keystone’s payment instructions. In case the Visitor cancels his order or requests a refund for any legitimate reason, after Keystone paid the Affiliate for its commissions owed in connection with such orders, the amounts paid to the Affiliate on the basis of these orders will be deducted from the next payments owed to the Affiliate.

4. The commission rate may be changed by Keystone with 10 days notice with effect from the 11th day (or at a later date if so specified by Keystone).

5. Payments will be made in bitcoins, by a third party appointed by Keystone.

6. No payment will be made for(i) Transactions carried out further to Artificial Traffic and/or (ii) Transactions carried out in violation of any provision of these Terms of Use and in particular of article 3 and/or (iii) Transactions of more than 5 Keystones which seem to be irregular to Keystone.

7. The Affiliate is solely responsible for the payment of all taxes for payments made to him within the Keystone Affiliate Program.

8. Product Price

1. Party A may determine the Product’s retail price at its discretion, and Party B shall promote the Product at the price offered in the Keystone Online Store and/or other price separately;

2. As for the retail price offered above, Party A agrees that it shall be the same for all the Keystone Affiliates;

3. Party A may, at its own discretion, adjust the retail price of products relating to the promotion Links by notifying Party B in writing. Unless agreed to by Party A, in writing, the retail price promoted by Party B shall not violate Party A’s general pricing policy;

4. If Party B believes that the product’s retail price is not reasonable, it may advise Party A in writing, and Party A shall determine whether to adjust the retail price within 3 days after receiving Party B’s request.

III. Intellectual Property Rights

1．Party B shall not register or apply for the registration of any name or domain name that contains Party A’s brand (the name may include without limitation Party B’s company name (full name or short name) and promotion channel name, etc., and domain name refers to the domain name of all the websites of Party B (including but not limited to the promotion channel)); in addition, the name and domain name of the Party B may not fall into the following circumstances: (1) Use any name or domain name that contains Party A or Party A’s brand or may cause misunderstanding among consumers; (2) Use any name or domain name that intends to represent or imply that it has certain relationship with Party A and/or its management (e.g., shareholding/controlling relationship, joint venture/partnership, interpersonal relationship, agency, union or strategic cooperation relationship);Main characteristics: e.g. adopt any domain name, name or their composition that relates to or is similar with Party A and/or its management; e.g. Keystoneo.com, coobo.com, cubo.com. (3) Use any name or domain name that maliciously insults Party A or Keystone website and/or its management; (4) Use any name or domain name that may easily give rise to disputes; (5) Use any name or domain name that may harm the rights and interests of customers, hurt the customers’ user experience, disrupt the Keystone Affiliate Program’s cooperation order, or cause any adverse effect to Party A or Party A’s products or relevant brands, or give rise to unfair competition against Party A or infringe the legal rights and interests of Party A.

2. During the promotion activities, Party B shall not infringe upon the rights and/or interests of any third party; otherwise, Party B shall undertake all the responsibilities.

IV. Term, Revision and Termination of this Agreement

1. Party A may, at its own discretion, revise the rules (including commission rates) on the basis of the business development and announce it on the website of Keystone Affiliate Program or otherwise notify Party B, and Party B shall review the revised rules in a timely manner. If Party B does not accept the revision, it must stop using the Keystone Affiliate Program’s services; in case Party B continues using the Keystone Affiliate Program’s services, it shall be deemed that the revised rules have been accepted.

2. If Party B has any suggestion on the revision of this Agreement, it shall notify Party A in writing for the Parties to negotiate.

3. During the valid period of this Agreement, if any Party fails to correct any of the following breaches of this Agreement within 3 days, the other Party may notify breaching Party in writing to terminate the Agreement and demand compensation for relevant losses: 1) Make any false promise or provide any false information as regards the promotion relationship; 2) Party B breaches the agreement and promote the product with a disguised discount; or Party B conducts any illegal promotion in the opinion of Party A; 3) One Party delays in payment of any fee relevant to this Agreement.

V. Miscellaneous

1. Confidential Information

1) Party B shall try its best to protect the intellectual property rights of Party A, and may not decode, reverse engineer or copy any product of Party A or transfer Party A’s product to any third Party; and Party B promises that it shall not decipher the products in any way; 2) Before Party A’s confidential information, including without limitation, trade secret, is legally disclosed, Party B may not disclose any confidential information of Party A that is learned due to this Agreement or use such confidential information beyond the scope of this Agreement.

2. Validity of this Agreement

This Agreement shall be binding upon the date when Party B replying “I Agree” after having read this Agreement.

3. Dispute Resolution 1) The interpretation, performance, and dispute resolution of this Agreement shall be governed by the laws of the People’s Republic of China. 2) Any dispute arising from, or in connection with the contract shall be first settled through friendly negotiation by both Parties. In case no settlement to disputes can be reached through amicable negotiation by both Parties, the disputes shall be submitted to Huangpu District Court, Shanghai City. Court costs and attorneys’ fees shall be borne by the losing party, unless specifically prescribed in the court’s judgment. 3) During the dispute resolution, all the clauses that are irrelevant to the dispute shall remain in force