GAOAD LIMITED(hereinafter "GAOAD") operates and manages a network on the Internet allowing providers to advertise their goods and services, particularly by means of affiliate marketing ("GAOAD Network").

The participants in the GAOAD Network are Advertisers, Publishers and GAOAD itself.

The Advertisers market and advertise their goods and services using advertising media such as banners, product data, text-links, e-mails and videos ("Ad Media").

The Publishers incorporate or embed the Ad Media into their homepage, network, website or list of websites and e-mail ("Advertising Space").

For any advertising leading to a successful transaction, GAOAD shall pay to the Publisher remuneration in a previously specified amount ("Commissions").

1. Conclusion of the Agreement

1.1 To participate in the GAOAD Network, Publishers must register on one of the GAOAD websites (www.gao-ad.com). After the registration, the Publishers may apply for the Advertisers' Project for admission to display their Ad Media on the Publishers’ Advertising Space.

1.2 Legal entities or private persons over 18 years of age may register as Publishers and must have a bank account. GAOAD reserves the right to verify the Publishers’ personal data. Registration with the GAOAD Network is not transferable.

1.3 By completing the registration form and accepting the General Provisions, the Publishers submit an offer to conclude an agreement for their participation in the GAOAD Network.

1.4 Confirmation of acceptance is to be sent by GAOAD by e-mail. GAOAD reserves the right to refuse an offer.

1.5 Clicking the activation link in the confirmation email and entering the access data will gain access to the GAOAD Network. The interface for registered members ("GAOAD Interface") will provide the Publishers with an overview of the Advertisers' Project that are open at that time for their participation. Using the GAOAD Interface, Publishers can review and alter their personal data and information and cancel their participation as a whole in the GAOAD Network.

2. Subject of the Agreement

2.1 GAOAD operates and manages the GAOAD Network. Participants in the GAOAD Network are Publishers, Advertisers and GAOAD itself. Publishers are individuals or legal entities providing space on their homepages or websites or in their e-mail, etc. to Advertisers for the purpose of marketing goods and services offered by the Advertisers ("Advertising Space"); Publishers can also be operators of networks with their own Publishers ("Sub-Publishers"). Advertisers are individuals or legal entities who market or advertise their goods and services via GAOAD by means of "Project" using Ad Media such as banners, product data, text-links, e-mails, videos, or through search engine marketing.

2.2 Publishers participate in the Project and incorporate the Advertisers' Ad Media into their Advertising Space. Whenever third parties, such as end consumers, click on the Ad Media and this subsequently results in a business transaction with the Advertiser (as defined in detail in the partner program), the Publisher will receive remuneration for providing the Advertising Space which has successfully connected the end consumers to the Advertiser ("Commission"). In this context, business transactions establish the entitlement to receive a Commission. A business transaction is e.g. the purchase of goods or a request for services ("Sale"), but it may also be defined as clicking on or viewing Ad Media, or registering on a website, subscribing to a newsletter ("Lead"), sending an e-mail etc. Business transactions that are subject to remuneration are defined in greater detail in the individual program specifications. It is also possible to remunerate combinations of Clicks, Views, Leads and/or Sales.

2.3 GAOAD monitors and records the business transactions concluded ("Tracking"); it provides the Publishers with tracking data and credits the Commissions to the Publisher Accounts. Only the Tracking by GAOAD is decisive for the identification of successful business transactions and for the calculation of the resulting remuneration. Publisher tracking can be allowed upon a special agreement between the Publisher and GAOAD.

2.4 The registration with and the participation in the GAOAD Network are free of any charge.

2.5 Using the GAOAD Interface, Publishers can control their advertising activities, in particular, they are able to select Ad Media and embed / incorporate them into their Advertising Space. The available applications are shown on the GAOAD Interface.

2.6 GAOAD ensures that the available applications are up-to-date, complete and correct. GAOAD is not obliged to review the Ad Media provided by the Advertisers within. Due to maintenance or other improvements certain functions may be temporarily unavailable. In case that any interruption or failure has a greater than a minor impact,GAOAD shall remedy them without delay to the extent this is in fact feasible and can reasonably be expected of it, in particular from an economic and legal perspective.

3. Participation in Project

3.1 Publishers shall apply for the available Project using the GAOAD Interface, providing the details of their Advertising Space or based on an agreement with an GAOAD in written form. In the application process, the properties of their Advertising Space will be checked against the prerequisites of the partner program. Should the Advertising Space listed in the registration process or in the application for a specific partner program not correspond to the Advertising Space actually available, GAOAD is entitled to block the Publisher’s account without delay.

3.2 In submitting their application for a partner program, Publishers accept any additional conditions for participation, which are displayed in the context of each program. These conditions will become an integral part of this contract.

3.3 The Advertisers may accept or reject the Publishers’ applications at their own discretion. Publishers are not entitled to being admitted as participants; nor can they derive any claims from non-admission.

3.4 During the term of this contract, the Publisher must not circumvent GAOAD by concluding contracts or entering contractual negotiations with the Advertisers of the GAOAD Network that cover the subject matter of this contract or services alike.

4. Duties of the Advertiser

4.1. The Publisher warrants, that the data provided at registration is correct and complete. Should the data provided at registration change at any time after registration, the Publisher must change his profile stored on the GAOAD Interface.

4.2. Parties subject to turnover tax are under obligation to submit to ADHIT, as part of the contact details, their tax payer identification number issued by their local tax authority or the VAT identification number.

4.3. The Publisher undertakes to keep the access data selected at registration (e-mail address and password) confidential, not to communicate such data to third parties and to keep such data away from third parties. No third party must be enabled to use the access data. Publishers who have reason to assume that third parties have become aware of their access data must inform GAOAD without delay in writing or by e-mail sent to [email protected]

4.4. By applying to a Project and incorporating the advertisement into their Advertising Space, Publishers warrant that their Advertising Space and the advertising activities as a whole:

(a) Do not infringe any rights of third-parties (in particular, without limitation, copyrights, trademark rights, personal rights or similar rights).

(b) Do not violate any other provisions of the law (in particular competition law), do not endanger the democratic constitution, do not glorify violence, are not racist, pornographic or liable to corrupt youth, or unfit to be made generally accessible.

4.5. The Publisher must respect the prohibition of unsolicited advertisement ("Spam") when sending e-mails containing Ad Media. Therefore, the consent of each and every recipient is to be obtained prior to sending e-mails; should GAOAD so request, Publishers must provide written evidence of such consent has been granted.

4.6. The Publisher must not use keywords containing legally protected terms such as, in particular, trademarks of the Advertiser or of the Advertiser's competitors ("brand bidding"), unless the respective Advertiser has expressed his permission.

4.7. Publishers who are operating a network with Sub-Publishers themselves hereby guarantee to communicate these General Business Terms and Conditions for Publishers to their Sub-Publishers and to monitor and enforce their compliance. Publishers are held liable for the conduct of their Sub-Publishers.

5. Misuse

Any form of misuse, i.e. procuring business transactions by unfair methods or inadmissible means that violate applicable law, these General Business Terms and Conditions for Publishers or the principle of the GAOAD Network, is prohibited.

6. Remuneration

6.1. Publishers will receive performance-related remuneration ("Commissions").

6.1.1. The amount of the Commissions in each individual case, and the type of business transactions entitling to the payment of Commissions shall depend on the respective Advertiser's Project. The Advertiser may modify the conditions of the Project or terminate the entire Project with effect for the future. Publishers shall not demand a program being operated at all or at certain conditions. The conditions of the Project can be viewed in the GAOAD Interface. Publishers have no claim to any further compensation of expenses or costs etc.

6.1.2. The entitlement to payment of the Commissions is constituted by the following premises:

6.1.2.1. A business transaction between a customer and an Advertiser has been effected via the Advertising Space;

6.1.2.2. The business transaction has been tracked by ADHIT;

6.1.2.3. The transaction has been approved by the Advertiser and has been confirmed by GAOAD and;

6.1.2.4. There has been no misuse within the meaning of these General Terms and Conditions for Publishers.

6.1.3. GAOAD will set up dedicated Publisher Accounts for the payments of the Commissions. The Publisher Accounts will be settled by crediting, in other words, GAOAD will credit the respective Commissions to the Publisher Accounts without requiring an invoice. No interest will be paid on the credit balance in the Publisher Account. Once the minimum disbursement amount of EUR 25.00 has been credited to the account, a corresponding credit statement will be issued electronically at the beginning of the following month. Publishers will be informed by e-mail, and have to confirm the payout. Then the amount will be paid free of charge into the bank account specified by the Publisher. If the Bank account is not an account with a bank participating in the IBAN/BIC System, disbursements shall be made free of charge only if a minimum credit balance of EUR 200.00 is given. GAOAD will disburse lower amounts against reimbursement of the relevant bank charges, which will be deducted from the amount to be paid.

6.1.4. t is possible to disburse credits lower than EUR 25.00, or, respectively EUR 200.00 to accounts with banks not participating in the IBAN/BIC System for a blanket processing fee of EUR 5.00 or, in the latter case, against reimbursement of the bank charges actually incurred, if these are higher than EUR 5.00. The fee or bank charges will be deducted from the amount to be paid.

6.1.5. GAOAD will only pay out credits that have been confirmed by the Publisher in due time. If, the minimum disbursement amount has not been attained or if the credit statement is not released at the end of the month will remain in the Publisher's account and carried forward to the next month.

7. Final Provisions

7.1. The utilization of the GAOAD Network and its applications requires the use of special technical systems such as end user devices, software programs, transmission networks, telecommunications and other services provided by third parties, all of which may entail further costs. GAOAD does not provide such end user devices, software programs, communication channels, telecommunications services or other services and therefore will not assume any liability for such services provided by third parties.

7.2. The rights and duties under the present agreement may only be transferred with the prior written consent of ADHIT.

7.3. The Parties agree that this Contract, including its Annexes, as well as the information acquired during the fulfilment of the obligations under the Contract shall be confidential, and this information shall not be disclosed to any third parties. The restrictions laid down in this section shall not be applied if the Party is required to disclose information under the legislation of the Republic of Estonia.

7.4. These General Terms and Conditions for Publishers and the contractual relationship with the Publisher shall be governed exclusively by the laws of the Estonia.

7.5. Disputes arising during the performance of the Contract shall be settled by negotiations. If the Parties fail to reach an agreement, the dispute shall be solved in Harju Maakohus.

7.6. If any provision of the Contract is to become invalid due to legislative amendments, the remaining provisions of this Contract shall continue in full force and effect. The provisions deriving from the legislation in force concerning the type of contract at issue will be applied in lieu of the invalid provision.

7.7. The Contract is drawn up and signed in 2 (two) identical copies or 1 (one) digitally signed copy in English, one copy for each Party. Both copies are equally binding.

7.8. This Contract shall enter into force upon signing by all Parties.

GAOAD LIMITED(hereinafter "GAOAD") operates and manages a network on the Internet allowing providers to advertise their goods and services, particularly by means of affiliate marketing ("GAOAD Network").

The participants in the GAOAD Network are Advertisers, Publishers and GAOAD itself.

The Advertisers market and advertise their goods and services using advertising media such as banners, product data, text-links, e-mails, videos, and additional methods such us pop ups, pop unders, rich media, retargeting ("Ad Media").

The Publishers incorporate or embed the Ad Media into their homepage, website or e-mail ("Advertising Space").

For any advertising leading to a successful transaction, GAOAD shall pay to the Publisher remuneration in a previously specified amount ("Commissions").

1. Conclusion of the Agreement

1.1 To participate in the GAOAD Network, Publishers must register on one of the GAOAD websites (www.adhit.com). After the registration, the Publishers may apply for the Advertisers' Project for admission to display their Ad Media on the Publishers’ Advertising Space.

1.2 Legal entities or private persons over 18 years of age may register as Publishers and must have a bank account. GAOAD reserves the right to verify the Publishers’ personal data. Registration with the GAOAD Network is not transferable.

1.3 By completing the registration form and accepting the General Provisions, the Publishers submit an offer to conclude an agreement for their participation in the GAOAD Network.

1.4 Confirmation of acceptance is to be sent by GAOAD by e-mail. GAOAD reserves the right to refuse an offer.

1.5 Clicking the activation link in the confirmation email and entering the access data will gain access to the GAOAD Network. The interface for registered members ("GAOAD Interface") will provide the Publishers with an overview of the Advertisers' Project that are open at that time for their participation. Using the GAOAD Interface, Publishers can review and alter their personal data and information and cancel their participation as a whole in the GAOAD Network.

2. Subject of the Agreement

2.1 GAOAD operates and manages the GAOAD Network. Participants in the GAOAD Network are Publishers, Advertisers and GAOAD itself. Publishers are individuals or legal entities providing space on their homepages or websites or in their e-mail, etc. to Advertisers for the purpose of marketing goods and services offered by the Advertisers ("Advertising Space"); Publishers can also be operators of networks with their own Publishers ("Sub-Publishers"). Advertisers are individuals or legal entities who market or advertise their goods and services via GAOAD by means of "Project" using Ad Media such as banners, product data, text-links, e-mails, videos, or through search engine marketing.

2.2 Publishers participate in these partner programs and place the Ad Media of the Advertisers on their Advertising Spaces. If a third party (e.g. an "End Customer") clicks on an Ad Media and this subsequently results in a Business Transaction with the Advertiser, specifics of which are determined by the Advertiser within the individual specifications of the partner program, the Advertiser shall pay GAOAD a success-based remuneration. Business Transactions in this meaning are actions, which are determined to establish an entitlement to remuneration. A Business Transaction may not only be the purchase of goods or services ("Sale"), but also include the registration on a website, subscribing to a newsletter ("Lead"), sending an e-mail or the like. The following Business Transactions shall generally be remunerated by a respective Commission:

2.2.1 "Pay per click" – a valid click on the Ad Media;

2.2.2 "Pay per view" – viewing the Ad Media (i.e. visiting a website on which the Ad Media are displayed);

2.2.3 "Pay per install" – a valid installation of product displayed by the Publisher;

2.2.4 "Pay per lead" – the procurement of customer contacts, such as, but not limited to, by registering or subscribing to a newsletter by an End Customer on the website of the Advertiser;

2.2.5 "Pay per sale" – the purchase of a good or service of the Advertiser via the Advertiser´s website after the End Customer has been referred to the Advertiser´s website through the Ad Media displayed by the Publisher.

2.3 The Advertiser operates, administers and markets its specific partner programs. Further, the Advertiser defines the Business Transactions which he would accept to be qualified for remuneration to GAOAD and also stipulates the specific amount of the success-based remuneration at its own discretion. The Advertiser is entitled to modify the individual specifications of the partner program, but only with effect for the future. In particular, the Advertiser is entitled to alter the specific amount of the success-based remuneration or to add or remove certain conditions of such remuneration. Any modification, however, shall only be effective once the Advertiser has duly informed GAOAD in text form at least 30 days prior to the date these modifications are intended to take effect.

2.4 The Advertiser may determine additional conditions for participation in its partner program. Rather than establishing any contractual relation between the Advertiser and the Publisher, these conditions shall be valid for the relation between the Advertiser and ADHIT. ADHIT, in turn, shall provide these conditions to any such Publisher that applies to participate in the respective partner program.

2.5 Publishers apply online to participate in a partner program of one of the respective Advertisers in the GAOAD Network by providing information regarding the Advertising Space they operate. The Advertiser reserves the right to accept or reject the respective Publisher´s participation in its partner program. It is in the Advertiser´s own discretion to permit or prohibit its Publishers to accept Sub-Publishers by stipulating so in its additional conditions for participation. It is the Advertiser´s obligation, though, to monitor the advertising activities of its Publishers and – as the case may be – their Sub-Publishers, in particular, as to the information and Advertising Spaces as well as its surroundings that were disclosed by such Publishers in the course of their respective application to the specific partner program.

2.6 GAOAD monitors and records the Business Transactions ("Tracking") and makes a detailed overview available to Advertisers. In case the Advertiser utilizes its own additional tracking, the tracking information that has been provided by GAOAD shall be relevant for the execution of this Agreement and this Agreement itself.

2.7 The Advertiser verifies the accuracy of the tracking information provided by GAOAD and approves the respective Business Transactions listed in the tracking information. The Advertiser is obliged to approve the Business Transactions for GAOAD unless the Advertiser provides evidence that the respective Business Transaction has been made evidently improperly, in particular if a Publisher itself or through a third party has misused the Ad Media, tracking links and/or other technical auxiliaries which had been made available to it within the context of the GAOAD Network, in order to engage in any of the following practices with the intention of generating a Business Transaction:

2.7.1 Simulation of Business Transactions which never really occurred, for instance by entering wrong, nonexistent or third party data without authorization during online registration or the purchasing of goods,

2.7.2 Realization of Business Transactions by the Publisher itself, which, in relation to the Advertiser, are valid in principle, yet in which case the Advertiser, in its additional conditions for participation in the respective partner program, has expressly excluded the gaining of Commissions by the Publisher itself,

2.7.3 Utilization of means of advertising which do allow Tracking yet do not present the Ad Media at all, make it invisible or do not display it in the way and/or size as demanded by the Advertiser, or

2.7.4 Use of legally protected terms and signs, in particular protected by trademark law, of the Advertiser or third parties, e.g. in search machine marketing, without prior consent of the Advertiser or such third party (as e.g. given in the additional conditions for participation in the respective partner program).

2.8 In the event the Advertiser neither approves nor rejects the Business Transaction within 60 days following the date upon which the respective Business Transaction has been tracked, an automatic approval by the system will occur ("Auto confirmation"). The parties may agree upon another time period. GAOAD shall inform the Advertiser of this time period as well as the consequences of its expiration upon transferring the tracking information.

3. Participation in Project

3.1 Publishers shall apply for the available Project using the GAOAD Interface, providing the details of their Advertising Space. In the application process, the properties of their Advertising Space will be checked against the prerequisites of the partner program. Should the Advertising Space listed in the registration process or in the application for a specific partner program not correspond to the Advertising Space actually available, GAOAD is entitled to block the Publisher’s account without delay.

3.2 In submitting their application for a partner program, Publishers accept any additional conditions for participation, which are displayed in the context of each program. These conditions will become an integral part of this contract.

3.3 The Advertisers may accept or reject the Publishers’ applications at their own discretion. Publishers are not entitled to being admitted as participants; nor can they derive any claims from non-admission.

3.4 During the term of this contract, the Publisher must not circumvent GAOAD by concluding contracts or entering contractual negotiations with the Advertisers of the GAOAD Network that cover the subject matter of this contract or services alike.

4. Duties of the Advertiser

4.1 The Advertiser guarantees that all Ad Media, product data, websites and/or other contents related to its goods and services, and its goods and services themselves are in accordance with the law, in particular

4.1.1 the rights of third parties (especially copyrights, trademark rights, personal rights or other similar rights) are not violated, and/or

4.1.2 are not in violation of any other legal requirements (especially competition laws), and are not seditious, racist, or pornographic, do not glorify violence, are not morally harmful to youth or prohibited to be advertised publicly.

4.2 The Advertiser is obliged to qualify and label his business-related offers in accordance with the European laws.

4.3 The Advertiser shall comply with the applicable requirements of the industry´s self-regulation measurements.

4.4 The Advertiser shall provide GAOAD with all hyperlinks together with URL necessary for participation in a partner program in order to be retrieved by Publishers. The Advertiser shall provide GAOAD with Ad Media, which GAOAD in turn makes available for use by the Publishers.

4.5 Within the Advertiser´s technical possibilities and as far as legally permissible, the Advertiser will work towards designing and presenting its website (including all entries in search machines, indexes or third party link lists) in such a manner that End Customers can generate valid clicks, views, leads or sales on the website of the Advertiser. The Advertiser is obliged to take all necessary measures for the Tracking (i.e. tracking information) of the Business Transactions being possible and operational. In case the Advertiser utilizes his own additional tracking, the GAOAD tracking information shall always prevail. Insofar the Advertiser implements tracking switches, the Advertiser guarantees that this will not influence the Tracking of ADHIT.

4.6 In case the Advertiser decides to cooperate with a third party (e.g. agency) in order to transfer or outsource tasks or job routines, in particular, the administration of a program, GAOAD needs to be informed on the desired scope of involvement within an appropriate period before such cooperation commences; the transfer of the administration of a program to an agency shall be subject to a separate arrangement between the Advertiser and ADHIT.

4.7 Ways of communicating with Publishers, which are made available to the Advertiser in the context of this Agreement, e.g. the sending of Advertiser´s mails via the GAOAD User-Interface or the GAOAD Network, may only and exclusively be used for contractual purposes agreed herein.

5. Misuse

Any form of misuse, i.e. procuring business transactions by unfair methods or inadmissible means that violate applicable law, these General Business Terms and Conditions for Publishers or the principle of the GAOAD Network, is prohibited.

6. Remuneration

6.1. The Advertiser must agree and set up a budget with GAOAD to participate in the Project. The budget may be fixed or unlimited.

6.2. The Advertiser must pay for the services of GAOAD according to invoice issued by ADHIT. The parties may agree on the following payment terms: (a) prepayment, (b) net, or (c) net + 30 days.

6.3. The price for the services provided by GAOAD is calculated based on the pricing model of the Project type chosen by the Advertiser and based on the statistics gathered from the Advertiser’s internal tracking system. Unless the Advertiser has granted GAOAD a live access to its tracking system, the Advertiser must send the statistics of the previous month to GAOAD at the latest by the 7th day of the following month. In case the Advertiser has no conversion tracking system, payment will be based on the statistics collected by the GAOAD platform.

6.4. The Advertiser has no right for refund, including for the prepayment, except:

6.4.1. if there has been an incorrect payment transaction;

6.4.2. if the Advertiser has made a prepayment and proves that the actions forming the basis of the pricing model of the Advertiser’s Campaign are based on a Publisher’s fraudulent activities (i.e. the artificial increase of actions). In order to detect and prove Publishers’ fraudulent activities the Advertiser undertake to send to GAOAD a weekly detailed report of sources/websites the Advertiser consider to be fraudulent. In case the Publisher’s fraudulent activities cannot be clearly identified based on the Advertiser’s report, GAOAD is entitled to request additional proof from the Advertiser. If the Advertiser fails to submit a weekly report or additional proof regarding the Publishers’ fraudulent activities, GAOAD may refuse to give a refund by adjusting the Advertiser’s balance accordingly. In case the Advertiser is using post- payment method and the Advertiser is able to prove Publishers’ fraudulent activities pursuant to this clause, GAOAD will not invoice the Advertiser for the agreed actions based on Publisher’s fraudulent activities.

6.4.3. if at the end of the validity of the Contract it appears that the Advertiser has spent for GAOAD services less than the Advertiser has prepaid. In such a case the Advertiser is entitled to ask for a refund within 30 days after the termination of the Contract, provided that the amount of Advertiser’s unused balance is at least 100 EUR. Before refunding, GAOAD will have to finalize all not invoiced spending and make necessary adjustments where needed. After finalizing all current statistics, Advertiser’s unused balance will be refunded to the Advertiser at Advertiser’s request, minus an administrative fee of 25% to cover ADHIT’s costs and fees related with the management of giving a refund, within 30 working days.

6.5. The Advertiser’s payment obligations are deemed to have been performed when the account of GAOAD is credited with the amount due. If the Advertiser delays its payment to GAOAD under the Contract, the Advertiser will be charged a penalty interest of 0.1% of the overdue amount for every delayed day. In addition the Advertiser is obliged to indemnify GAOAD any damages caused by the delay and reimburse the costs of collecting the debt (including the costs of legal assistance, costs of submitting an extra-judicial claim and court expenses).

7. Rights of Use

7.1. For the duration of the Agreement, GAOAD shall grant the Advertiser the revocable, non-exclusive, non-transferable and non-sub licensable right to use the applications and data, which GAOAD made available via the GAOAD Network, only online via the GAOAD User-Interface.

7.2. No further rights of use shall be granted to the Advertiser. Advertisers are particularly not authorized

7.2.1. to forward or make said applications or data, partially or in their entirety, available to third parties nor to facilitate their access thereto,

7.2.2. to modify or otherwise alter said applications or data partially or in their entirety,

7.2.3. to transfer said applications or data, partially or in their entirety, over into any other patterns of works, and/or

7.2.4. use said applications or data to create a database of their own and/or an information service.

7.3. By conclusion of this Agreement and for the duration thereof, the Advertiser shall grant GAOAD the non-exclusive, transferable, irrevocable and unlimited in territory right to use the Ad Media made available by the Advertiser in accordance with this Agreement, in particular to allow Publishers and, as the case may be, Sub-Publishers to display these Ad Media on their Advertising Spaces. The Advertiser hereby guarantees to be authorized and able to grant the above-mentioned rights. Any further editing, duplication or dissemination of the Ad Media is prohibited. In addition, GAOAD is authorized to provide Publishers selected by the Advertiser with sublicenses for their use of the Advertiser´s Ad Media. By placing the respective Ad Media in the GAOAD User-Interface, the Advertiser approves said Ad Media to be used for the aforementioned purpose.

7.4. GAOAD is authorized to use the Ad Media of the Advertiser as well as its trade names (including the brands of the goods or services of the Advertiser marketed through ADHIT) as a reference in the context of its own marketing activities, particularly for customer reference lists.

8. Duration and Termination

8.1. The duration of this Agreement is twelve months. It shall be automatically extended by another twelve month-period, unless either party terminates the agreement in text form (e.g. by e-mail) at least one months prior to the respective expiry date.

8.2. Both Parties reserve the right to terminate the Agreement without advance notice for good cause. Good cause be shall deemed the following:

8.3. one of the contractual parties effectively and/or sustainably violates significant contractual obligations;

8.3.1. the respective other party is liquidated, its business operation or essential aspects/assets of its operations are sold or liquidated, it becomes insolvent and/or is placed under sequestration or undergoes similar significant changes to its financial position, its capacity to act or its business organization, or if insolvency proceedings have been opened against its assets, if such an application is dismissed for insufficiency of assets or if the court orders a temporary securing of assets.

8.4. In the event of termination of the Agreement, the Advertiser´s access to the GAOAD Network will be deactivated. GAOAD will calculate pending claims against the Advertiser within three months and, if applicable, will return any remaining balance left from the Deposit.

9. Liability of the Advertiser

9.1. In the event the Advertiser makes any changes to the Tracking, in particular to the tracking-IDs provided by GAOAD or by implementing tracking switches in violation of any Section of the Agreement, and this subsequently leads to tracking failures or other adverse effects, the Advertiser shall be required to compensate GAOAD for any resulting damage. The minimum damages to be compensated shall be the amount equal to loss liability towards Publishers plus GAOAD ´ lost profit due to such tracking failures. The specific damages are calculated based on the Commissions, which GAOAD has to pay to Publishers as a result of any tracking failures or other adverse effects. The lost profit is comprised of the Transaction Fees, which GAOAD would lose as a result of any tracking failure or other adverse effects. The Commissions and Transaction Fees are calculated based on the average yield on Commissions and Transaction Fees that GAOAD generated with the respective partner program of the Advertiser within the last four weeks prior to the failure. The Advertiser reserves the right to demonstrate and provide evidence for the fact that GAOAD suffered no damages or the damages incurred are lower.

9.2. In the event that the Advertiser violates the provisions contained in this Agreement, in particular the Advertiser´s obligations pursuant to Section 4.1, and GAOAD is subsequently held liable by a third party (e.g. an author) because of such breach of contract, GAOAD shall be authorized to demand payment from the Advertiser for all costs and expenditures resulting thereof. In particular, this also includes payments for damages or repayments of expenses to third parties based on court orders or settlements, lawyer or court costs and fees associated with the defense against third party claims and any other damage arising to ADHIT.

9.3. Apart from the aforementioned, the Advertiser shall be liable in accordance with the relevant legal provisions.

10. Liability of GAOAD and Limitation of Liability

10.1. The utilization of the GAOAD Network requires the use of special technical systems such as end user devices, software programs, transmission paths, telecommunications services and other services provided by third parties. GAOAD does not provide such end user devices, software programs, transmission paths, telecommunications services or other services and therefore will not assume any liability for such services provided by third parties.

10.2. GAOAD is not liable for damages, which arise in connection with third party software and/or hardware faults or for the insufficient availability or fault-free operation of the Internet.

10.3. Apart from the aforementioned, regardless of the legal grounds, GAOAD shall be held liable only under the following circumstances:

10.3.1. If one of its legal representatives, executives or other vicarious agents has acted intentionally or grossly negligently;

10.3.2. In the event of any culpable breach of an essential contractual obligation, delayed performance or the impossibility of performance, in each case based on the respective merits. The expression "essential contractual duty" describes a duty in the abstract, the fulfillment of which is an essential prerequisite for the due implementation of the agreement, and that is a duty on whose fulfillment the respective other party can rely as a general rule.

10.4. In the event of liability pursuant to Section 10.3.2, such liability shall be limited, for financial losses and damages in kind, to the amount of the typically foreseeable loss.

10.5 The above limitations of liability shall not apply to cases of mandatory statutory liability, in particular liability pursuant to product liability law, liability for a guarantee that has been assumed, and liability for culpable injury to life, limb or health.

11. Final Provisions

11.1. The utilization of the GAOAD Network and its applications requires the use of special technical systems such as end user devices, software programs, transmission networks, telecommunications and other services provided by third parties, all of which may entail further costs. GAOAD does not provide such end user devices, software programs, communication channels, telecommunications services or other services and therefore will not assume any liability for such services provided by third parties.

11.2. The rights and duties under the present agreement may only be transferred with the prior written consent of ADHIT.

11.3. The Parties agree that this Contract, including its Annexes, as well as the information acquired during the fulfilment of the obligations under the Contract shall be confidential, and this information shall not be disclosed to any third parties. The restrictions laid down in this section shall not be applied if the Party is required to disclose information under the legislation of the Republic of Estonia.

11.4. These General Terms and Conditions for Publishers and the contractual relationship with the Publisher shall be governed exclusively by the laws of the Estonia.

11.5. Disputes arising during the performance of the Contract shall be settled by negotiations. If the Parties fail to reach an agreement, the dispute shall be solved in Harju Maakohus.

11.6. If any provision of the Contract is to become invalid due to legislative amendments, the remaining provisions of this Contract shall continue in full force and effect. The provisions deriving from the legislation in force concerning the type of contract at issue will be applied in lieu of the invalid provision.

11.7. The Contract is drawn up and signed in 2 (two) identical copies or 1 (one) digitally signed copy in English, one copy for each Party. Both copies are equally binding.

11.8. This Contract shall enter into force upon signing by all Parties.