Referral Programme Terms & Conditions

Effective 3 June 2026

1. Introduction

These Referral Programme Terms & Conditions (“Referral Terms”) govern participation in the Spondula Referral Programme (“Programme”).

Participation in the Programme constitutes acceptance of these Referral Terms, together with the Spondula Terms of Use, Privacy Policy, KYC Policy, Risk Disclosure Statement and any other applicable policies.

Spondula reserves the right to modify, suspend or terminate the Programme at any time.

2. Eligibility

Participation in the Programme is available only to:

• Registered users of the Spondula Platform;
• Users in good standing;
• Users who comply with all applicable Platform policies.

Spondula may approve, reject, suspend or remove participants from the Programme at its sole discretion.

3. Referral Rewards

From time to time, Spondula may offer referral rewards, including rewards denominated in BTC-S or other ecosystem assets.

Reward amounts, qualification requirements and promotional periods may be modified by Spondula at any time.

No reward is guaranteed unless all qualification requirements have been satisfied.

4. Qualifying Referrals

A referral shall only qualify where:

a)  The Referred User registers using the Referrer’s referral link or referral code;

b)  The Referred User is a genuinely new user and has not previously created an account on the Platform;

c)  The Referred User successfully completes all required identity verification (KYC) procedures;

d)  The Referred User completes at least one Qualifying Transaction;

e)  The Referrer successfully completes all required identity verification (KYC) procedures;

f)  The Referrer completes at least one Qualifying Transaction;

g)  Both accounts remain active and in good standing at the time the reward becomes payable.

5. Qualifying Transactions

For the purposes of these Referral Terms, a “Qualifying Transaction” means a confirmed Spondula peer-to-peer transfer sent by a user to another individual, creator, or operator on the Spondula platform, subject to any minimum value, anti-abuse, and compliance checks applied by Spondula from time to time.

Qualifying Transactions may include:

• Payments to third parties;
• Merchant transactions;
• Creator support transactions;
• Peer-to-peer transfers;

Spondula shall have sole discretion in determining whether a transaction constitutes a Qualifying Transaction.

6. Non-Qualifying Activity

A referral shall not qualify where activity consists solely or primarily of:

• Account registration;
• Identity verification;
• Funding an account;
• Transfers to accounts under common ownership or control;
• Reversing or unwinding transactions;
• Circular transactions;
• Test transactions;
• Activity undertaken primarily to obtain a Reward.

Spondula may require evidence of genuine ecosystem participation before any reward becomes payable.

7. Prohibited Referrals

The following activities are prohibited:

Self-Referrals

Users may not:

• Refer themselves;
• Create alternative accounts;
• Refer accounts under their ownership or control.

Duplicate Accounts

Users may not create multiple accounts for the purpose of obtaining rewards.

Fraudulent Activity

Users may not:

• Use bots;
• Use automation;
• Use fake identities;
• Use stolen identities;
• Engage in deceptive conduct.

Referral Abuse

Users may not engage in activity designed primarily to trigger rewards without genuine ecosystem participation.

8. Reward Eligibility and Release

Any advertised referral reward is provisional until all qualification requirements have been satisfied.

Referral Rewards shall only be credited and made visible within the relevant wallet after:

a)  The Referred User has completed all qualification requirements;

b)  The Referrer has completed all qualification requirements;

c)  Both accounts remain active and in good standing.

Prior to satisfaction of these requirements, no reward shall be credited, displayed or otherwise made available.

9. Reward Review Period

Spondula may delay payment, crediting or release of any reward for up to ninety (90) days following qualification in order to conduct:

• Fraud reviews;
• Compliance reviews;
• Operational reviews;
• Security reviews;
• Verification reviews.

10. Referral Programme Enforcement

Where Spondula reasonably believes that a participant has engaged in:

• Fraud;
• Referral abuse;
• Duplicate account creation;
• Self-referrals;
• False identity use;
• Policy violations;
• Compliance breaches;

Spondula may:

• Reject a referral;
• Refuse to issue a reward;
• Declare a referral invalid;
• Remove eligibility for future rewards;
• Suspend participation in the Referral Programme;
• Suspend access to Platform services;
• Restrict account functionality;
• Terminate Platform access in accordance with the Platform Terms.

Nothing in these Referral Terms obliges Spondula to continue providing referral benefits to participants who violate Platform policies.

11. Liquidity Notice

Referral Rewards may be credited in BTC-S or other ecosystem assets.

Users acknowledge and agree that the ability to exchange, transfer, sell, convert or otherwise transact in BTC-S or any other ecosystem asset depends upon:

• Participating Prop Traders;
• Liquidity providers;
• Available counterparties;
• Market conditions;
• Ecosystem activity.

Neither Spondula Ltd nor Spondula Technology Ltd guarantees:

• Liquidity;
• Conversion availability;
• Exchange availability;
• Pricing;
• Execution;
• Settlement;
• Availability of counterparties.

The existence of a BTC-S balance or any other ecosystem asset balance does not guarantee the availability of a transaction, exchange, conversion or sale at any particular time or price.

Liquidity may be limited, delayed, unavailable or suspended from time to time.

12. No Transaction Relationship

Referral Rewards are promotional incentives only.

Neither Spondula Ltd nor Spondula Technology Ltd:

• Buys assets;
• Sells assets;
• Exchanges assets;
• Acts as a broker;
• Acts as a dealer;
• Acts as a custodian;
• Acts as a transaction counterparty.

Transactions involving ecosystem assets are conducted solely between Users and participating Prop Traders or other authorised ecosystem participants.

13. Taxes

Participants are solely responsible for any tax obligations arising from rewards received under the Programme.

Spondula does not provide tax advice.

14. Programme Changes

Spondula may:

• Change reward amounts;
• Change qualification criteria;
• Introduce reward caps;
• Introduce participation limits;
• Suspend the Programme;
• Terminate the Programme.

Participation in the Programme does not create any ongoing entitlement.

15. Final Determination

Spondula shall have sole and absolute discretion in determining:

• Whether a referral is valid;
• Whether a transaction qualifies;
• Whether a reward is payable;
• Whether activity constitutes abuse.

Spondula’s determination shall be final and binding.

16. Limitation of Liability

Neither Spondula Ltd nor Spondula Technology Ltd shall be liable for:

• Lost rewards;
• Delayed rewards;
• Cancelled rewards;
• Programme interruptions;
• Liquidity shortages;
• Unavailable counterparties.

17. Contact

Questions regarding the Referral Programme may be directed to:

SPONDULA LTD
Email: [email protected]
Website: https://spondula.com