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Confidential and Proprietary Information of Amonetize Ltd Page 1 of 4

Amonetize Ltd Registration Form



ADVERTISER / PUBLISHER INFORMATION
(1) Company name


Company ID / VAT Number


(2) Company address (City/State/ZIP/Country)


First Name


Last Name


Email


Phone


(3) Instant messaging


Website(s)


(4) Average Downloads per day/country





(1) If you don't have a company name, please fill your full name (first name + last name).
(2) If you don't have a company address, write your personal address, full address is required.
(3) example: Skype: john.doe or ICQ: 123456
(4) example: 1000/US, 500/CA, 500/UK, 400/ES, 400/FR, 700/DE

























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Confidential and Proprietary Information of Amonetize Ltd Page 2 of 4


Amonetize Ltd - Distribution Insertion Order


1. CONTACT INFORMATION
ADVERTISER INFORMATION PUBLISHER INFORMATION
Company Name Amonetize Ltd. Company Name
Company VAT Number: 175117415 Company ID / VAT Number
Contact person: Asaf Hanukaev Contacts Full Name
Email: [email protected] Email
City/State/ZIP/Country:
14 Haharoshet St, 4th floor, Raanana. P.O.
Box 2069, Israel.
Address (City/State/ZIP/Country)
Phone: +972-9-7733001 Phone
2. CAMPAIGN INFORMATION
Campaign Name Amonetize CPI (cost per Install) Payouts will be provided by separate email
Site Category Content/Downloads/Games/Other Start Date TBD
Ad formats Banners/Text Links/ Bundle/Other End Date TBD
Comments
3. SPECIAL INSTRUCTIONS
Targeted
Countries
List of targeted countries will be sent by email. Frequency/Capping TBD
Other
Mobile, MAC or Linux traffic should be excluded.
Amonetize does not authorize bundling of its software
and/or offerings with any program or offering that
infringes upon any third partys copyright and/or
intellectual property.

4. CONTRACTUAL OBLIGATIONS
Background
Publisher shall conduct a marketing campaign on behalf of Advertiser, on a non-exclusive basis, to promote the download and
installation by end users of Amonetize's proprietary software (the "Software"). Subject to Publisher's compliance with the terms
hereof, Amonetize shall make payment to Publisher of the amount set forth above under the heading "Campaign Information".
Publisher will not receive any amounts that result from Fraudulent Activity (as defined below), or in violation of law or the terms
hereof.
Reporting
All numbers in respect of the download and installation of the Software for the purposes of billing and payment to publisher
hereunder shall be based exclusively on Advertiser's reporting system, which shall be conclusive. Advertiser will provide to the
Publisher with online reports.
Payment
Advertiser shall remit payment to Publisher within forty five (45) days of receiving a duly-prepared invoice from Publisher.
Advertiser monitors traffic sources and users' behavior, and has internal means of detecting fraud. In case of Fraudulent
Activity, Advertiser may deduct or withhold payments from Publisher, block Publisher's traffic, refuse to allow downloads of the
Software through Publisher or act in any way to protect Advertiser's affairs, immediately and without any notice. Fraudulent
Activity means any fraud on Advertiser, including without limitation any of the following: (a) fictitious downloads or installations
of the Software; (b) automated and/or fraudulent clicks on any marketing materials for the Software; or (c) promoting the
Software in violation of any applicable law including, without limitation, any law or regulation prohibiting spam or other
electronic messages. Advertiser shall make payment only with respect to downloads located in the "Targeted Counties" (as
defined above), as determined by Advertiser's system. Advertiser shall not make any payment for downloads or installations
that occur after the End Date.
Cancellation
Either party may cancel the campaign and terminate this Agreement with 24 hours notice. All provisions herein regarding
Intellectual Property, Confidentiality, Representations and Indemnification shall survive the termination or expiration hereof.
Advertiser may terminate this Agreement at any time without notice if Advertiser reasonably suspects in good faith that
Publisher has marketed or advertised the Software in violation of any law or regulation.
Intellectual
Property
Advertiser has exclusive right, title and interest to the Software and any marketing material provided to Publisher, and Publisher
has no rights therein save the limited right to use marketing materials pursuant to the terms hereof and allow end users to
download the Software. Publisher shall not use any marketing materials without Advertiser's prior written consent.


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Confidential and Proprietary Information of Amonetize Ltd Page 3 of 4
Confidentiality
Any confidential information and/or proprietary data provided by one party (Discloser) to the other party (Recipient),
including the Advertisement descriptions and the pricing of the Advertisement and the terms hereof, shall be deemed
Confidential Information of the Discloser. Confidential Information shall not be released by the Recipient to anyone except an
employee or agent that has a need to know same and that is bound by written confidentiality obligations at least as strict as
those contained herein. Recipient shall not use any portion of Confidential Information provided by the Discloser for any
purpose other than those provided for under the Agreement.
Publisher
Obligations
Publisher shall make every effort to uphold the highest ethical and commercial standards, and comply with all applicable laws.
Publisher shall use commercially reasonable efforts to ensure that while distributing Advertisers Products, Advertisers
Products are not used and/or placed in any context/placed on any internet/web page that harms the good will or reputation of
Advertiser or that disparages or brings Advertiser into disrepute, including, but not limited to web sites that contain indecent,
illegal, misleading, harmful, abusive, harassing, liable, defamatory or other offensive materials including inappropriate
pornographic, sexual, racism, obscene, excessively profane, racist, ethnically offensive, threatening, infringing, excessively
violent, libelous, gambling-related, or discriminatory activity etc. websites/content networks. Further, Publisher commits not to
involve, advertise or distribute Advertisers files, banners, text links, software or any kind of related Advertisers content with
incentivized traffic, p2p, adware, spywares, malware or any other kind software/online scripts. If Advertiser requests that its
advertisements be removed from or not placed in any such context, Publisher will comply with such request promptly

Publisher shall distribute the Software only in compliance with the Trusted Download Program Requirements of TRUSTe,
which are generally intended to ensure transparent distribution practices and clear disclosure to end-users. The requirements
are available at www.truste.com/pdf/Trusted_Download_Program_Requirements_Website.pdf.

This IO constitutes the entire agreement between the parties concerning the subject matter hereof.
Any change in the Offer Screen by Publisher shall require the prior written approval of Advertiser.
Representations
Each party represents and warrants to the other party that: (a) it has the full corporate right, power and authority to enter into
the Agreement, to grant the licenses granted hereunder and to perform the acts required of it hereunder; (b) the execution of
the Agreement by it and the performance of its obligations and duties hereunder, do not and will not violate any agreement to
which it is a party or by which it is otherwise bound; and (c) when executed and delivered, the Agreement will constitute the
legal, valid and binding obligation of each party, enforceable against each party in accordance with its terms. Publisher
represents that it shall not engage in any Fraudulent Activity. The Software and all marketing materials are provided by
advertiser "As-Is" and Advertiser makes no representations in regards thereof, and expressly disclaims representations of
merchantability, fitness for a particular purpose, title and non-infringement. Advertiser's total liability hereunder shall not exceed
amounts paid to publisher for the Campaign the subject of this Agreement.
Business
Operations
Each party will make reasonable commercial efforts to keep its Website operational during normal business hours. However,
the parties agree it is normal to have a certain amount of system downtime and agree not to hold each other for any of the
consequences of such interruptions.
Indemnification
Upon Advertiser's first request Publisher shall defend, hold harmless and indemnify Advertiser (and its directors, officers and
employees) for any losses, costs, liabilities or third party claims resulting from or connected to the breach of the terms hereof by
Publisher. Advertiser shall (i) within reasonable time notify Publisher of any claim, and (ii) provide Publisher with reasonable
information and cooperation in defending the claim. Publisher shall not settle any claim that affects Advertiser's rights without
the prior written consent of Advertiser. Advertiser may be represented in any proceeding by counsel of its own choice at its
expense.
Non-
Circumvention
During the term of this Agreement, and any renewal thereof, and for one (1) year after its termination for any reason, Publisher
agrees that it will not do business directly or indirectly with any advertiser or other party that advertises through the Amonetize
network, or directly or indirectly solicit or induce such party to do business directly with the Publisher. Publisher understands
and agrees that this prohibition is a key consideration and inducement for Amonetize to enter into this Agreement with
Publisher, and to provide the services hereunder.
Non-Solicitation The Parties acknowledge that the other Party is not an employment agency and that each Partys services are provided at great
expense to the Party. Each Party agrees that during the term of this Agreement and for a period of one (1) year immediately
following the date that such Party last performs any services for the other Party, that such Party shall not, directly or indirectly,
for itself or on behalf of any firm, person, corporation or other entity, whether as principal, agent, employee, shareholder,
partner, member, officer, director, or otherwise, solicit, participate in or promote the solicitation of any of the other Partys
personnel to leave the other Partys employ, and will not in any event hire or engage, whether as an employee, independent
contractor, or otherwise, any of the other Partys Personnel. Each Party acknowledges that it would be difficult to ascertain the
damages that would be caused to the other if a Party violates this provision, therefore, each Party agrees to pay the other, as
liquidated damages and not as a penalty, an amount equal to one (1) year salary for each of said personnel, for each violation
of this provision by such Party
Relationships of
Parties/Third
Party Rights
The relationships of the parties to this Agreement shall be solely that of independent contractors, and nothing contained in this
Agreement shall be construed otherwise. Nothing in this Agreement or in the business or dealings between the parties shall be
construed to make them joint ventures or partners with each other.
General
This IO contains the entire agreement between the parties and supersedes all prior oral and written agreements between the
parties. Publisher may not assign this agreement without the prior written consent of Advertiser, and any assignments in
violation of the foregoing shall be void. This IO may be executed in two counterparts; each of which shall constitute an original
and the two together shall constitute a single agreement.


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Confidential and Proprietary Information of Amonetize Ltd Page 4 of 4
Jurisdiction &
Misc.
This Agreement is governed by Israel law, without giving effect to conflict of laws principles. The courts of Tel Aviv, Israel, shall
have exclusive jurisdiction over any matter arising in connection with this Agreement. All appendices to this Agreement are an
integral part hereof.
Force Majeure Neither party shall be liable by reason of any failure or delay in the performance of its obligations hereunder for any cause
beyond the reasonable control or expectation of such party, including but not limited to electrical outages, failure of Internet
service providers, riots, insurrection, war (or similar), fires, flood, earthquakes, explosions, and other acts of God.
5. AUTHORIZATION

Each party is signing this Agreement:


Publisher: Advertiser:

Signature:

Signature:
Name:

Name: Asaf Hanukaev
Company: Company: Amonetize Ltd.
Title: Title: CMO
Date:

Date: