Master Services Agreement

This Service Agreement (hereinafter — the "Agreement") is entered into between RS Traffic OÜ, a legal entity incorporated under the laws of the Republic of Estonia, registration number 16543218, registered address: Harju maakond, Tallinn, Kesklinna linnaosa, Tartu mnt 18, office 405, 10115, Estonia (hereinafter — the "Service Provider"), represented by its CEO Thomas Meier acting under the Articles of Association, and the Client identified in Schedule No. 1 (hereinafter — the "Client").

The Service Provider undertakes to provide the Client with paid media buying services (Facebook Ads, Google Ads, PWA, Mobile App Campaigns, Influencer Marketing, Retargeting), and the Client undertakes to accept and pay for the Services in the manner set out in this Agreement. The specific scope of services, KPIs, and budget are set out in Schedule No. 2 to this Agreement.

3.1. Provide Services professionally, in good faith, and in accordance with industry standards. 3.2. Comply with the agreed media plan, budget, and timelines. 3.3. Provide a daily summary of spend and key metrics. 3.4. Grant the Client read-only access to the tracker. 3.5. Maintain confidentiality of the Client's data pursuant to Section 10 of this Agreement. 3.6. Use only lawful promotion methods compliant with advertising platform policies and applicable GEO legislation.

4.1. Provide correctly configured S2S postbacks, test accounts, and all required creative materials (logo, brand guidelines) within 5 business days of signing. 4.2. Pay invoices on time (see Section 6). 4.3. Not obstruct the Service Provider's work. 4.4. Warrant possession of all necessary licences for the offer in the target GEOs. 4.5. Not disclose the Service Provider's methodologies, funnels, and internal documents to third parties.

5.1. The total fee comprises: (a) a fixed launch fee ($10,000+), (b) the media budget (transferred to the Service Provider for traffic acquisition), and (c) an agency commission of 15% of the media budget. 5.2. From the second campaign onwards, transition to RevShare (25–45% in favour of the Service Provider) or CPA (fixed rate per FTD) models is available. 5.3. All amounts are stated in USD, exclusive of VAT. VAT is applied in accordance with Estonian law for EU residents.

6.1. Payment is 100% prepayment prior to campaign launch. 6.2. An invoice is issued within 24 hours of execution of Schedule No. 2. 6.3. Accepted payment methods: SEPA, SWIFT, USDT (TRC20/ERC20), BTC — to the details stated in the invoice. 6.4. The payment date is the date on which funds are credited to the Service Provider's account. 6.5. An invoice unpaid within 7 days entitles the Service Provider to suspend work without penalty.

7.1. KPIs for each campaign are agreed in writing in the Schedule and constitute mathematically grounded targets, not unconditional guarantees. 7.2. Reporting: a brief daily summary, a detailed weekly report, and a final case study upon campaign completion. 7.3. Where actual KPIs deviate from planned figures by more than 25%, the Service Provider provides a written explanation and corrective action plan within 3 business days.

8.1. Upon completion of the campaign, the Service Provider delivers a Service Acceptance Certificate to the Client. 8.2. The Client must sign the Certificate or submit a reasoned rejection within 7 calendar days. 8.3. Failure to respond within the specified period shall be deemed acceptance of the Services.

9.1. The Service Provider warrants: possession of the requisite expertise, infrastructure (ad accounts, anti-detect, cloaking, tracker), and the right to provide the Services. 9.2. The Service Provider does NOT warrant: the Client's product margin, player LTV, or 30-day+ retention (these are the product's responsibility). 9.3. The Client warrants the legality of its offer in the target GEOs.

10.1. The Parties undertake not to disclose any information received in the course of performing the Agreement, including financial terms, funnels, creatives, analytics, and strategies. 10.2. The confidentiality obligation survives termination of the Agreement indefinitely. 10.3. Personal data processing is governed by the Service Provider's Privacy Policy and the GDPR (EU Regulation 2016/679).

11.1. All creative materials produced by the Service Provider in the course of a campaign are jointly owned by both Parties. 11.2. The Client receives a non-exclusive, perpetual licence to use such materials for its own purposes. 11.3. The Service Provider's methodologies, know-how, and internal tools remain its exclusive property.

12.1. Each Party's aggregate liability under this Agreement is limited to the amount actually paid by the Client in the preceding 3 months. 12.2. Neither Party shall be liable for lost profits, indirect, or reputational damages. 12.3. Neither Party shall be liable for the actions of third parties (Meta, Google, TikTok, affiliate programs, payment providers).

The Parties are relieved of liability upon the occurrence of force majeure events: advertising platform policy changes resulting in mass bans, regulatory sanctions, natural disasters, war, and epidemics. Notice of a force majeure event must be given within 5 calendar days of its occurrence.

14.1. The initial term is 3 calendar months from the date of signing, with automatic renewal for the same period unless written notice of termination is given 30 days in advance. 14.2. Either Party may terminate the Agreement unilaterally upon 30 days' written notice. 14.3. Unspent media budget is refunded to the Client within 5 banking days, net of actual costs incurred and the agency fee for the period worked.

15.1. All disputes shall be resolved through negotiation within 30 days. 15.2. Failing settlement, disputes shall be submitted to the ICC International Court of Arbitration (Paris, France), with a sole arbitrator, the language of proceedings being English, and the seat being Paris. 15.3. Interim measures may be sought before the courts of the respondent's domicile.

This Agreement is governed by the substantive law of the Republic of Estonia, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods (1980) does not apply.

17.1. The Agreement is executed in electronic form and signed with a qualified electronic signature (eIDAS, EU Regulation 910/2014) or a simple electronic signature via exchange of PDF versions. 17.2. All amendments must be made in writing and signed by both Parties. 17.3. If any provision of the Agreement is held invalid, the remaining provisions shall remain in full force. 17.4. Schedule No. 1 (Party Details), Schedule No. 2 (Media Plan and KPIs), and Schedule No. 3 (Payment Details) form an integral part of this Agreement.