This Agreement contains the complete terms and conditions that apply to an individual's or entity's participation in the AccessMark's Affiliates Program (the "Program"). As used in this Agreement, "we" means AccessMark Inc., and "you" means the applicant. "Site" means a World Wide Web site and, depending on the context, refers either to AccessMark's site located at the URL www.accessmark.com, or to the site that you will link to our site (and which you will identify in your Program application).

1. Enrollment in the AccessMark's Affiliates Program

To begin the enrollment process, you will submit a complete Affiliate Application on this site. We may reject your application if we determine (in our sole discretion) that your site is unsuitable for the Affiliate Program for any reason, including, but not limited to, inclusion of content that is in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically, or otherwise objectionable.

If we reject your application, we welcome you to reapply to the Affiliate Program, again at any time. Please also be aware that if your application is accepted, we reserve the right to terminate the agreement if your site is deemed to be unsuitable (in our sole discretion) at any point thereafter.

2. Links

As an Affiliate Site, we will provide to you a variety of graphic and textual links (each of these links sometimes being referred to herein as "Links" or, individually, as a "Link"), which, subject to the terms and conditions hereof, you may display as often and in as many areas on your site as you desire. The Links will serve to identify your site as a member of the Affiliate Program and will establish a link from your site to ours.

3. Limited License

We grant you a nonexclusive, revocable right to use the graphic image and text images for which we grant express permission, solely for the purpose of identifying your site as a Program participant and to assist in generating referral commissions. You may not modify the graphic image or text, or any other of our images, in any way. We reserve all of our rights in the graphic image and text, any other images, our trade names and trademarks, and all other intellectual property rights.

4. Commissions

AccessMark will pay Affiliate sites a commission of $50.00 for every trademark report ordered and for each watching service signup as a result of your link. Visitors do not need to purchase immediately for you to receive your commission. If a visitor purches within 30 days of visiting your link, you will receive the full commission for that purchase. AccessMark reserves the right to change the amount of the commission at any time by notifying the Affiliate in writing 30 days prior to the time of the change.

Commissions will be paid monthly. Approximately 15 days following the end of each calendar month, we will send you a check for the referrals accumulated during that time period.

5. Responsibility for Your Site

You will be solely responsible for the development, operation, and maintenance of your site and for all materials that appear on your site. For example, you will be solely responsible for:

• the technical operation of your site and all related equipment.
• the accuracy and appropriateness of materials posted on your site.
• ensuring that materials posted on your site do not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights).
• ensuring that materials posted on your site are not libelous or otherwise illegal.

We disclaim all liability for these matters. Further, you will indemnify and hold us harmless from all claims, damages, and expenses (including, without limitation, attorneys' fees) relating to the development, operation, maintenance, and contents of your site.
You hereby agree that your site will not, in any way, copy or resemble the look and feel of our site nor will you create the impression that your site is our site or is a part of our site. You also hereby agree that your site will not contain any content of our site or any materials which are covered by US copyright law, except (i) with our prior permission, or (ii) materials which are obtained by you via the AccessMark affiliate area in accordance with the provisions hereof or the policies or instructions thereon. You further hereby agree that your domain name does not and will not contain the words "AccessMark," "AccessMark .com," or any variation thereof.

6. Limitation of Liability

We will not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this Agreement or the Program, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the Program will not exceed the total referral commissions paid or payable to you under this Agreement.

7. Representations and Warranties

You hereby represent and warrant to us as follows:

a. This Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms.

b. The execution, delivery, and performance by you of this Agreement and the consummation by you of the transactions contemplated hereby will not, with or without the giving of notice, the lapse of time, or both, conflict with or violate (i) any provision of law, rule, or regulation to which you are subject, (ii) any order, judgment, or decree applicable to you or binding upon your assets or properties, (iii) any provision of your by-laws or certificate of incorporation, or (iv) any agreement or other instrument applicable to you or binding upon your assets or properties.

c. No consent, approval, or authorization of, or exemption by, or filing with, any governmental authority or any third party is required to be obtained or made by you in connection with the execution, delivery, and performance of this Agreement or the taking by you of any other action contemplated hereby.

d. There is no pending or, to the best of your knowledge, threatened claim, action, or proceeding against you, or any affiliate of yours, with respect to the execution, delivery, or consummation of this Agreement, or with respect to your trademarks, and, to the best of your knowledge, there is no basis for any such claim, action, or proceeding.

f. You are an adult of at least 18 years of age.

8. Independent Investigation

YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.

9. Governing Law

This Agreement will be governed by the laws of the United States and the State of California without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the federal or state courts located in Los Angeles, CA, and you irrevocably consent to the jurisdiction of such courts. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such a provision or any other provision of this Agreement.