Affiliate Terms and Conditions

This Affiliate Agreement (“Agreement”) is entered into between:

NextTrade Ltd, incorporated under the laws of the Republic of Mauritius, with registration number 223260 and registered address at Ebene Junction, Rue de la Democratie, Office 306, 3rd Floor, Ebene 72201, Republic of Mauritius (“Company”) and the individual or legal entity approved under the Company’s Affiliate Program (“Affiliate”)

This Agreement becomes effective on the date the Company approves the Affiliate’s application (“Effective Date”).

01. Purpose

The Affiliate agrees to introduce prospective clients (“Clients”) to the Company in accordance with the terms of this Agreement. The Company may accept or reject any Client in its sole and absolute discretion without providing reasons. 

Nothing in this Agreement obligates the Company to accept any Client introduced by the Affiliate. 

Affiliate Program: The Company’s program for tracking and compensating Client introductions.

Affiliate ID / Tracking URL: The unique tracking mechanism issued to the Affiliate.

Client: A person or entity approved by the Company and onboarded under a Client Agreement.

Qualified Client: A Client who satisfies the Company’s verification, deposit, trading, compliance, and risk criteria.

Net Revenue: Trading revenue received by the Company from a Client, less bonuses, rebates, chargebacks, credit adjustments, negative balances, fees, hedging costs, and any other deductions determined by the Company.

Permitted Affiliate Jurisdiction: Jurisdictions approved by the Company for Affiliate participation.

Approved Marketing Territories: Territories where Affiliate may promote the Company.

Restricted Jurisdictions: Jurisdictions excluded from Affiliate participation and/or Client acceptance.

3.1 Submission of an Affiliate application or electronic acceptance does not create a binding agreement.

3.2 This Agreement becomes legally effective only upon written approval by the Company.

3.3 The Company may approve, reject, or conditionally approve any Affiliate application at its sole discretion.

3.4 The Affiliate represents and warrants that all information provided during onboarding is accurate, complete, and not misleading.

4.1 The Company appoints the Affiliate on a non-exclusive and revocable basis to introduce prospective Clients in accordance with this Agreement.

4.2 The Parties acknowledge and agree that the Affiliate acts solely as an independent contractor. Nothing in this Agreement shall be construed to create any partnership, joint venture, agency, employment, fiduciary, franchise, or representative relationship between the Parties.

4.3 The Affiliate has no authority to bind the Company, enter into agreements on its behalf, make representations beyond those expressly authorized in writing, or incur any obligation or liability for or on behalf of the Company. The Affiliate shall not represent, expressly or impliedly, that it has such authority.

4.4 The Affiliate has no authority to:

  • Bind the Company;
  • Provide investment advice;
  • Accept funds;
  • Execute trades;
  • Make guarantees or representations beyond Company-approved materials.

5.1 The Affiliate may only operate from Permitted Affiliate Jurisdictions.

5.2 The Company may amend Permitted Affiliate Jurisdictions at any time.

5.3 The Affiliate shall not operate from, or route activity through, Restricted Jurisdictions, including via proxy, VPN, nominee, or intermediary structures.

5.4 Client acceptance jurisdictions are determined independently by the Company.

5.5 Affiliate may only market within Approved Marketing Territories.

5.6 Breach of jurisdictional restrictions constitutes material breach and grounds for immediate termination.

6.1 The Company independently determines which jurisdictions Clients may be accepted from. 

6.2 Affiliate acknowledges that Client acceptance jurisdictions may differ from Affiliate eligibility jurisdictions. 

6.3 Affiliate may only advertise in Approved Marketing Territories specified by Company. 

6.4 Affiliate shall not target Clients in Restricted Jurisdictions using geo-targeting, IP masking, VPNs, or similar means. 

7.1 Affiliate must use only Company-approved marketing materials.

7.2 Affiliate must clearly disclose its Affiliate relationship to Clients.

7.3 Affiliate shall not:

  • Guarantee profits, minimize risks, or promise specific outcomes;
  • Mislead or misrepresent Company’s products or brand;
  • Use Company trademarks in domain names without consent;
  • Bid on Company branded keywords without prior approval (if applicable);
  • Run marketing that violates laws (anti-spam, financial promotion, consumer protection, etc.).

7.4 Affiliate shall keep records of marketing sources, channels, and traffic proof as reasonably requested.

8.1 Affiliate must comply with all applicable laws, including but not limited to: 

  • Anti-Money Laundering (AML) and Counter-Terrorist Financing (CTF); 
  • Economic sanctions (OFAC, EU, UK, UN, and others where applicable); 
  • Anti-bribery and corruption law; 
  • Data protection and privacy law. 

8.2 Company may conduct compliance audits and request evidence of traffic sources, marketing campaigns, and licensing. 

8.3 Affiliate shall immediately report regulatory investigations, sanctions exposure, or compliance failures. 

8.4 Affiliate shall not generate Fraud Traffic or engage in: 

  • Bot traffic, click fraud, cookie stuffing, forced redirects; 
  • Self-referrals or referrals of Related Parties; 
  • Arbitrage, hedging abuse, churning, bonus exploitation; 
  • Any conduct designed to manipulate Client attribution or commissions 

8.5 The Company may monitor Affiliate performance, traffic patterns, sales quality, and behavioural trends using a risk-based compliance approach to identify regulatory, reputational, or operational risks. 

9.1 Compensation shall be governed by a separate written schedule. 

9.2 Company may implement tiered country rates, performance thresholds, and qualification windows. 

9.3 Commission is payable only when a Client: 

  • Registers via Affiliate tracking link; 
  • Completes Company’s onboarding and compliance checks; 
  • Deposits minimum required funds within the qualification period; 
  • Meets minimum trading activity criteria; 
  • Is not a duplicate, related, or fraudulent account. 

9.4 Qualified period shall not exceed 90 days from initial registration unless otherwise agreed. 


9.5 Revenue Share is calculated on Net Revenue from Clients attributed to Affiliate. 

9.6 Only closed trades count toward revenue. 

9.7 Revenue Share excludes credit adjustments, uncollectible revenue, rebates, fees, and chargebacks. 
 


9.8 If the Affiliate fails to introduce at least one (1) Qualified Client within any consecutive three (3) month period, the Company may classify the Affiliate as inactive and suspend or deactivate the Affiliate account without liability. During such suspension, no commissions shall accrue. 

9.9 If a Client requests to be unlinked, reassigned, or removed from the Affiliate, commission entitlement shall cease immediately upon such request, and the Company shall bear no liability for any resulting loss of commission. 

9.10 The Company makes no representation or guarantee regarding the amount of commissions that may be earned under this Agreement. 

9.11 The Company reserves the right to modify, suspend, or discontinue the Affiliate Program, in whole or in part, at its sole discretion, without liability. 

10.1 Commissions are calculated monthly in arrears. 

10.2 Payment shall be made in the currency, method, and timing set out in Company’s payment schedule. 

10.3 Affiliate must provide accurate payment and tax details. Company may withhold payment until such details are received. 

10.4 Disputes regarding statements must be made in writing within 30 days of issuance. 

10.4.1 If the Affiliate does not dispute a statement within thirty (30) days of issuance, the statement shall be deemed final, conclusive and binding, and the Affiliate irrevocably waives any right to challenge it thereafter. 

10.4.2 In the event of tracking discrepancy exceeding ten percent (10%), the Parties shall attempt reconciliation in good faith. In the absence of agreement , the Company’s tracking system records shall prevail. 

10.5 Company may withhold payments up to 180 days for compliance review or due to suspected abuse. 

10.6 Chargebacks or adjustments may be retroactively deducted from commissions. 

10.7 Failure to provide payment details within 60 days may result in forfeiture of unpaid commissions. 

10.8 Affiliate bears responsibility for all taxes and fees. 

10.9 The Company may, upon written notice, offset any amounts reasonably determined to be due by the Affiliate to the Company, including amounts arising from commission reversals, chargebacks, penalties, indemnity claims or losses, against future commissions or other sums payable under this Agreement. 

10.10 Commission shall be deemed earned only upon final approval by the Company and shall remain subject to compliance verification and clawback rights. 

11.1 The Affiliate shall not engage in, facilitate, or permit any of the following:

  1. Fraudulent, deceptive, or misleading conduct;
  2. Generation of artificial, incentivized, automated, or bot traffic;
  3. Self-referrals or referrals of Related Parties;
  4. Use of VPNs, IP masking, device farms, click manipulation, cookie stuffing, forced redirects;
  5. Arbitrage trading, latency exploitation, hedging abuse, churning, bonus abuse, rebate abuse;
  6. Structuring of Client behavior to artificially trigger the Cost Per Acquisition  (“CPA”) thresholds;
  7. Coordinated or clustered trading patterns designed to generate commissions without genuine economic substance;
  8. Misrepresentation of Company products, regulatory status, or risk disclosures;
  9. Any activity exposing the Company to regulatory, reputational, or financial risk.

11.2 If fraud or abuse is suspected or confirmed, the Company may:

  • Suspend the Affiliate;
  • Freeze commissions;
  • Reverse paid commissions;
  • Offset future commissions;
  • Terminate immediately;
  • Recover losses and legal costs;
  • Declare the Agreement void ab initio.
  • Impose proportionate financial penalties in addition to commission reversals.

The Company determinations shall be final and binding absent manifest error.

11.3 For CPA arrangements, the Company reserves the right to disqualify a Client from CPA eligibility where, in the Company’s reasonable opinion:

  1. The Client withdraws more than seventy percent (70%) of deposited funds within five (5) business days of qualification;
  2. Trading activity is limited to minimum lot thresholds solely to trigger CPA payment;
  3. Deposit and withdrawal patterns indicate artificial cycling or structured behavior;
  4. Multiple accounts originate from identical IP addresses, devices, payment methods, or other identifiers;
  5. Any trading or funding pattern suggests artificial qualification or lack of genuine trading intent.

In such cases, the Company may cancel, withhold, adjust, or claw back CPA commissions payable to the Affiliate, regardless of whether the Affiliate had knowledge of such conduct.

12.1 The Company grants a limited, revocable, non-exclusive license to use approved marketing materials solely for purposes of this Agreement. 

All intellectual property remains the exclusive property of the Company. 

Upon termination, all use must immediately cease. 

13.1 Definition of Confidential Information

For the purposes of this Agreement, “Confidential Information” means any and all non-public, proprietary, sensitive, or commercially valuable information disclosed by the Company (or its affiliates, officers, employees, agents, or representatives) to the Affiliate, whether disclosed before or after the Effective Date, and whether disclosed in written, oral, electronic, digital, visual, or any other form.

Confidential Information includes, without limitation:

  1. Business plans, marketing strategies, pricing models, commission structures, and commercial terms;
  2. Client information, including names, contact details, trading data, deposit information, transactional history, and behavioral analytics;
  3. Technical information, including source code, tracking mechanisms, software architecture, algorithms, reporting systems, platform configurations, APIs, and security systems;
  4. Financial information, revenue data, profitability metrics, internal accounting data, forecasts, and operational reports;
  5. Compliance procedures, AML/CTF policies, risk management methodologies, sanctions screening processes, and regulatory correspondence;
  6. Intellectual property, trade secrets, proprietary know-how, methodologies, and unpublished documentation;
  7. Any information designated as confidential or which, by its nature or circumstances of disclosure, ought reasonably to be understood as confidential.

Confidential Information shall include all copies, extracts, summaries, analyses, compilations, or derivative materials derived from such information.

13.2 Confidentiality Obligations

13.2.1 The Affiliate shall:

  1. Hold all Confidential Information in strict confidence and exercise at least the same degree of care as it applies to its own confidential information of a similar nature, and in no event less than a reasonable standard of care.
  2. Use Confidential Information solely for the purposes of performing its obligations under this Agreement and for no other purpose.
  3. Not disclose Confidential Information to any third party without the Company’s prior written consent, except to employees, officers, professional advisors, or subcontractors who:
    • Have a legitimate need to know;
    • Are bound by confidentiality obligations no less stringent than those contained herein;
    • Remain under the Affiliate’s direct responsibility and supervision.
  4. Not copy, reproduce, modify, reverse engineer, disassemble, or otherwise exploit Confidential Information except as strictly necessary for the performance of this Agreement.
  5. Immediately notify the Company in writing of any unauthorized access, disclosure, breach, or suspected breach of Confidential Information.
  6. Confidentiality obligations include Client data and trade secrets shall survive termination indefinitely.

13.3 Data Protection & Client Confidentiality 

13.3.1 The Affiliate acknowledges that Client data constitutes highly sensitive and regulated information. 

13.3.2 The Affiliate shall not: 

  • Retain Client personal data beyond lawful marketing purposes; 
  • Sell, share, rent, or distribute Client data; 
  • Use Client data for any purpose unrelated to the Affiliate Program. 

13.3.3 The Affiliate shall implement appropriate technical and organizational safeguards to protect personal data, including but not limited to: 

  • Access controls; 
  • Encryption where appropriate; 
  • Secure storage practices; 
  • Password-protected systems; 
  • Staff confidentiality undertakings. 

13.3.4 In the event of any personal data breach affecting Company Clients, the Affiliate shall: 

  • Notify the Company immediately; 
  • Cooperate fully in mitigation efforts; 
  • Bear all costs arising from the breach where attributable to the Affiliate. 

13.4 Cybersecurity Liability Clause  

13.4.1 The Affiliate shall ensure that its systems, websites, and marketing infrastructure are secure and free from malicious code. The Affiliate shall be liable for any losses suffered by the Company arising from  cybersecurity breaches attributable to the Affiliate. 

14.1 The Affiliate shall not, during the term and for 12 months thereafter: 

  • Solicit Company Clients; 
  • Encourage Client migration; 
  • Circumvent the Company to directly contract with Clients introduced. 

14.2 The Company may seek injunctive relief without proof of special damages. 

15.1 Either Party may terminate with seven (7) days’ written notice. 

15.2 Company may terminate immediately if: 

  • Affiliate breaches this Agreement; 
  • Regulatory or compliance risk arises; 
  • Affiliate misrepresents information; 
  • Fraudulent conduct is identified; 
  • Affiliate relocates to a Restricted Jurisdiction. 
  • Affiliate ceases to be fit and proper or becomes subject to regulatory investigation or sanction; 
  • Regulatory change renders continuation unlawful or commercially impracticable. 

15.3 On termination: 

  • Tracking shall cease immediately; 
  • Affiliate shall remove all Company branding; 
  • Unpaid commissions may be withheld or forfeited if due to breach. 

16.1 The Company shall not be liable for:

  • Indirect, consequential, or incidental damages;
  • Loss of business or profits;
  • Technical interruptions or third-party service failures.

16.2  To the maximum extent permitted by law, the Company’s total aggregate liability arising out of or in connection with this Agreement, whether in contract, tort (including negligence), statute or otherwise, shall not exceed the lesser of:

  1. the total commissions actually paid to the Affiliate during the three (3) months preceding the event giving rise to the claim; or
  2. USD 50,000.

17.1 The Affiliate shall indemnify, defend, and hold harmless the Company, its directors, officers, employees, affiliates and agents from and against any and all claims, liabilities, losses, damages, penalties, fines, costs and expenses (including reasonable legal fees) arising out of or in connection with: 

  • Regulatory fines or penalties; 
  • Third-party claims; 
  • Misleading advertising claims; 
  • Breach of data protection obligations; 
  • Fraudulent conduct. 

Indemnity survives termination. 

18.1 Neither Party shall be liable for failure due to causes beyond reasonable control, including but not limited to: 

  • Government action; 
  • Regulatory changes; 
  • Natural disasters; 
  • System outages; 
  • War or pandemic. 

During a Force Majeure event, the Company may suspend obligations, delay payments, or modify operational processes without liability. 

19.1 The Company may amend this Agreement with three (3) business days’ notice. Continued participation constitutes acceptance. 

20.1 In the event this Agreement is translated into another language, the English version shall prevail in case of conflict. 

21.1 This Agreement constitutes the entire agreement between the Parties and supersedes all prior discussions, representations, or agreements relating to its subject matter. 

22.1 If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. 

23.1 This Agreement shall be governed by the laws of the Republic of Mauritius. Exclusive jurisdiction lies with the courts of Mauritius. The Company may seek injunctive relief in any competent jurisdiction. 

24.1 Any provision of this Agreement which by its nature is intended to survive termination shall survive, including but not limited to provisions relating to confidentiality, data protection, fraud and abuse, commission adjustments and clawback rights, indemnity, limitation of liability, non-solicitation, payment obligations, intellectual property, and dispute resolution. 

24.2 Termination of this Agreement shall not affect any rights, remedies, obligations or liabilities accrued prior to the date of termination.  

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