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Advisor Platform & Subscription Agreement

Effective Date: 23 June 2026  •  Version: 1.1  •  Thrive Financial Connect (Pty) Ltd  •  Reg No: 2026/489324/07

Centralised Operational Endpoint: support@thriveconnect.co.za

IMPORTANT NOTICE TO ADVISORS. This Agreement governs your commercial, administrative and legal access to the Thrive Connect marketplace utility. It contains compliance parameters, binding warranties regarding your regulatory status under the FAIS Act and the NCA, and provisions describing the token-based connection mechanics. By executing this electronic agreement you acknowledge that clauses 3, 4, 5, 7, 8, 9, 10 and 11 have been read, understood and agreed to.

1Parties, Authority and Communications

1.1 Parties. This Agreement is between Thrive Financial Connect (Pty) Ltd (the "Company") and the authorised financial services professional or corporate FSP entity executing this digital agreement (the "Advisor").

1.2 Corporate Authority. If you accept this Agreement on behalf of a corporate FSP, cluster or brokerage employer, you warrant that you have the legal authority to bind that entity.

1.3 Centralised Communications. For all matters relating to verification, billing, technical support, POPIA breach notifications and complaints, the sole operational and monitored endpoint of the Company is support@thriveconnect.co.za. No other channel constitutes valid service on the Company.

2Nature of the Relationship

The relationship between the parties is strictly that of an independent technology marketplace provider and a commercial software subscriber. Thrive Connect is not your employer, partner, joint-venture collaborator, principal, compliance officer or product supplier. Thrive Connect provides administrative software tools and marketing publishing space only. It does not source, vet or qualify clients, and it does not guarantee client conversion, advisory fees or income generation.

3Mandatory Advisor Regulatory Warranties

By activating an account, remaining listed in the directory, or purchasing a subscription, the Advisor warrants that:

3.1 Valid Licensing. You are duly authorised, licensed and in good standing with the FSCA as an FSP, Key Individual or registered Representative under the FAIS Act.

3.2 Perimeter Fidelity. You will not advertise, select profile tags for, or engage in advisory or product categories that fall outside your documented FSCA licence mandates.

3.3 No Active Debarment. You are not subject to any active debarment order, regulatory suspension or enforcement proceeding by the FSCA or any other statutory body.

3.4 Absolute Advice Accountability. You assume sole, absolute and unshared regulatory and civil liability for all financial advice, product selection, statutory needs analyses and records of advice arising from off-platform interactions with Consumers connected through the utility.

4NCR / Debt Management Restriction

4.1 Tied-Agent Restriction. Advisors operating as corporate representatives or tied agents of product providers (including banks, insurers and corporate FSPs) are prohibited from selecting, toggling or advertising the "Debt Management" or "Debt Counselling" specialty tags on their profile.

4.2 NCR Compliance Gate. The "Debt Management" tag is reserved for professionals who hold independent, active registration as debt counsellors with the NCR under the NCA. Any breach of this clause results in immediate, permanent platform debarment and forfeiture of all active subscriptions without refund.

5Connection Gating and Profile Behaviour

5.1 Connectivity Conditions. You acknowledge that the consumer connection function on your profile is governed by an automated engine that requires all of the following to be true simultaneously: an active account; a verified status; an active subscription plan status; a connection-token (credit) balance greater than zero; and that you are actively toggled on to accept new requests.

5.2 Visibility Is Not Gated. The connection engine does not gate your directory visibility. If your token balance reaches zero, or any other condition above is not met, your profile remains public and visible in the directory; only the connect / request action is disabled.

5.3 Trial Provisioning. New trial accounts are provisioned with two (2) complimentary connection credits.

5.4 Disabled-State Display. Where connections are unavailable, the Platform will display a clear, disabled-state interface message indicating that the Advisor is temporarily unable to receive new requests through the Platform. You agree that this automated display is a normal operating state, does not constitute a breach of contract by the Company, and does not represent an unauthorised restriction of your profile visibility.

6Subscription Plans and Rollovers

6.1 Plan Tiers. The initial subscription matrix is as follows:

Plan TierMonthly SubscriptionMonthly Connection Credits
StarterR499 per month3 credits
GrowthR999 per month8 credits
ProfessionalR1,999 per month18 credits

6.2 Rollover. Unused connection credits roll over into the immediately succeeding billing month only. Rolled-over credits are consumed first. Any credit unused at the end of the second consecutive billing month expires permanently and automatically, with no cash-conversion value.

7PayFast Billing and Failed Payments

All recurring billing is processed through PayFast. If a debit order or renewal fails, the account is flagged as past due. This pauses the replenishment of connection tokens, which will reduce the available balance toward zero and engage the disabled-state connection display described in clause 5.4. A failed payment will not, of itself, erase or alter your underlying verified status, which is maintained independently through periodic manual FSCA register checks.

8POPIA Data Protection and Direct-Marketing Ban

8.1 Status Shift. Thrive Connect acts as the conduit that transmits consumer data upon a connection request. Once consumer contact parameters (name, email, cellphone, province and priority areas) reach your advisor dashboard or inbox, you and your principal FSP assume independent status as Responsible Parties under POPIA in respect of that data.

8.2 Direct-Marketing Prohibition. The consumer's point-of-connect consent is granted strictly for a targeted response to their specific enquiry. You are prohibited from loading this data into automated SMS campaigns, cold-prospecting engines, mass WhatsApp marketing or unsolicited newsletters without obtaining separate, distinct and verifiable opt-in consent from the consumer.

8.3 Breach Notification. You must notify Thrive Connect at support@thriveconnect.co.za within twenty-four (24) hours of discovering any data breach, security compromise or unauthorised access affecting shared consumer data.

9Invalid-Connection Disputes

9.1 Replacement Criteria. You may dispute a deducted credit within five (5) working days of receipt by emailing support@thriveconnect.co.za. A replacement credit may be granted only where the Company verifies that the cellphone number is demonstrably false or unallocated, a technical platform error created a duplicate request, or the request was generated by automated spam or platform test scripts.

9.2 No Replacement for Non-Conversion. No replacement credit will be issued where a consumer changes their mind, does not answer calls, declines to meet, or chooses not to purchase a financial product.

10Complaints and Procedural Fairness

10.1 Reporting. Consumers may report platform misconduct, unwanted direct marketing or misrepresentation via support@thriveconnect.co.za.

10.2 Written Response. On receipt of a valid complaint, Thrive Connect will forward a summary of the grievance to you. You then have five (5) working days to submit a written response with supporting evidence to support@thriveconnect.co.za.

10.3 Urgent Interim Steps. Thrive Connect may take immediate interim steps (including hiding profile visibility or freezing token access) without waiting for the response period where a complaint shows plausible indicators of fraud, debarment, serious POPIA violations or consumer harassment.

11Indemnity

The Advisor indemnifies and holds harmless Thrive Financial Connect (Pty) Ltd against all third-party claims, administrative penalties (including those of the Information Regulator or the FSCA), civil claims and statutory damages arising directly from the Advisor's off-platform rendering of financial advice, breach of the FAIS Act, unauthorised selection of NCA-restricted tags, or non-compliant processing of consumer personal information.

12Breach, Termination and Evidentiary Value

12.1 Termination for Convenience. Either party may terminate this Agreement on thirty (30) days' written notice to support@thriveconnect.co.za.

12.2 Termination for Cause. Thrive Connect may terminate with immediate effect and permanently debar the Advisor for breach of any regulatory warranty, misrepresentation of FSCA licensing, or retaliatory conduct against a consumer who has lodged a complaint.

12.3 Evidentiary Value. The Advisor acknowledges that electronic records, timestamps and webhook logs maintained by the Company serve as prima facie evidence of transaction states, credit deductions and consumer consents in any dispute or regulatory audit, in accordance with ECTA.

13Governing Law and Jurisdiction

This Agreement is governed by the laws of the Republic of South Africa, and the parties submit to the exclusive jurisdiction of the competent South African courts.