ApproveCash.com, the Affiliate Division of ApproveMail.com, a registered ABN of system9, LLC AFFILIATE PROGRAM AGREEMENT (APA)
Revised 9/23/2008
1. PURPOSE
This Affiliate Program Agreement (APA) is made by and between system9, LLC, ABN ApproveMail.com and ApproveCash.com, ("us," "we," ApproveMail.com," "ApproveCash.com," "our"), and you ("Affiliate"), collectively referred to herein as the "Parties." The ApproveCash.com Affiliate Program (ACAP) is intended to generate monetary rewards to the Affiliate based upon the Affiliate's referral of paying Members to ApproveMail.com. You do not have to be a Member of ApproveMail.com to register for the ACAP. You can sign-up at ApproveCash.com. However, upon registration for an ApproveMail membership account you will automatically be registered in the ApproveCash.com Affiliate Program (ACAP) unless you are under 18 years of age. The ACAP is not available to anyone under the age of 18 years or to a national or resident of Cuba, Iraq, Libya, North Korea, Iran, Syria or any other country to which the U.S. has embargoed goods; or by anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. ApproveCash.com does not send payments outside of the US at this time. By registering with ApproveCash.com you are bound by this APA. Further, ApproveCash.com reserves the right to modify or terminate the APA at any time with or without prior notice to Affiliates. You will also be subject to additional terms and conditions that will apply when you use other ApproveMail.com Services, such as ApproveMail.com Terms of Service. We may terminate or modify this Agreement at any time and for any reason with or without notifying you directly.

2. ROLES AND RESPONSIBILITIES
In order to facilitate Affiliate's Member referrals, ApproveCash.com will provide Affiliate with promotional materials that may include, but are not be limited to, signature tags with hyperlinks to ApproveMail.com on the bottom of outgoing email, text advertisements with hyperlinks to ApproveMail.com, graphical ads with embedded hyperlinks to ApproveMail.com, templates for online and/or offline correspondence in the form of letters and/or flyers targeted to prospective Members and other materials to be determined at the sole discretion of ApproveCash. In addition, ApproveCash will monetarily compensate Affiliate according to the terms set forth in Section 4 of this Agreement. ApproveCash.com, ApproveMail.com, and system9, LLC are under no circumstances, responsible for the practices of any Affiliate, Advertiser or Publisher or such Affiliate, Advertiser or Publisher's Web site(s) and/or the content an Affiliate, Advertiser or Publisher makes available through email or the Internet, and is free of all liability whatsoever related to said practices, web sites, or content.

3. MEMBER QUALIFICATION
In order for Affiliate to receive commission for referral of a Member to ApproveMail.com the Member must be qualified as set forth below. Determination of a Member's qualification under the conditions set forth below shall be at the sole discretion of ApproveCash, and all decisions pertaining to the determination of an Member's qualification to be counted toward Affiliate's referral commissions shall be considered final:
A) Failure to Collect Member's Funds: In the event that ApproveMail.com is unable to redeem the Member's initial payment, due to, but not limited to, failure of Member's creditor to honor a credit card sales draft, Member shall be immediately deemed ineligible as a commissionable referral for Affiliate.
B) Tracking of Affiliate as Referrer: In order for Affiliate to receive payment of commission for referring any Member, the Member must be identified as coming by way of Affiliate's Referring Link to ApproveMail.com. In order to qualify, the Referring Link provided by Affiliate to the Member must contain the exact URL provided by ApproveCash.com. We will not be held liable for any errors in the Referring Link that occur as a result of actions taken by either Affiliate or the Member, or through errors in ApproveCash.com software or computer hardware.

4. COMMISSIONS/DISBURESMENTS
ApproveCash.com will pay Affiliate a commission for each qualifying Member providing the Member remains a paying Member of ApproveMail.com for a minimum time period of thirty (30) days, such time period shall be considered to begin upon completion of a successfully billed transaction for said Member. Any preliminary trial period, paid or otherwise, shall not be considered to be a part of this minimum time period. In the event that the Member elects to terminate Member's ApproveMail.com account within 30 days, no commission shall be due or paid to Affiliate. ApproveCash.com will pay Affiliate a one-time sum per qualifying Member at the following rates:
Membership Period Membership Fee 1st-Tier Commission 2nd-Tier Commission
1 Month $4.95 $3.00 $.50
6 Months $24.95 $8.00 $2.50
1 Year $44.95 $15.00 $4.50
Disbursements: Payment will be made when balance owed to Affiliate reaches a minimum of fifty US dollars. ApproveCash.com will issue Affiliate commission payments in the form of a business check drawn in U.S. funds by the fifteenth (15th) day of each calendar month in which Affiliate is entitled to commissions. Commissions for any individual Member will be paid to Affiliate no sooner than (30) calendar days following receipt by ApproveMail.com of said Member's qualifying initial payment. ApproveCash.com does not send payments outside of the US at this time. You may sign-up as an affiliate outside of the US, but you must be able to receive payment at a location within the US or you will not be paid. If Affiliate is a US resident or citizen, you will be required to complete IRS form W9 before total commission in one calendar year is equal to or greater than $600. You will be notified by email should it become necessary for you to complete IRS form W9. In the event that payments due Affiliate in one calendar year exceed $600, no portion of payments due in excess of $600 shall be paid to Affiliate until such time as Affiliate has completed and submitted IRS form W9. In the event that Affiliate fails to provide said form W9, Affiliate forfeits all payments that may be due, along with any future payments. If at any time a refund is requested by a member referred by Affiliate, and granted as an exception by ApproveMail.com even though ApproveMail.com's Service is non-refundable, the corresponding referral fee will be deducted from Affiliate's next monthly referral fee payment. The referral fee becomes immediately due to system9, LLC ABN ApproveCash.com if Affiliate does not earn any commission in the month following refund. Website membership prices and Affiliate commissions are subject to change at any time, at our sole discretion, by posting the revised prices on our Websites or by informing Affiliate through email. Affiliate acknowledges that any change in our membership prices may or may not result in a change in referral fees earned by Affiliate. Payment or non-payment of any commission remains at the sole discretion of ApproveCash.com.

5. AFFILIATE CONDUCT
Affiliate must comply with all relevant law during the term of the APA. Affiliate may not put all or any part of our Websites in frames under any circumstances. Affiliate may not mislead others, or engage in spamming, indiscriminate advertising or unsolicited commercial email or cybersquatting. Affiliate may not operate a website or link to a website that contains or promotes any offensive, defamatory, obscene, abusive, violent, libelous, bigoted, hate-oriented, cracking, hacking or warez, illegal or unlawful content or activity, or that offers any illegal good or service. Without limiting any terms of this Agreement, ApproveCash.com reserves the right to terminate Affiliate's account and withhold all referral fees due if it finds any kind of unsolicited email generated by Affiliate or on Affiliate's behalf containing any reference to any of ApproveMail.com's Services, or any connection that leads the recipient of that mail to the Websites. Posting in newsgroups, discussion groups, mailing lists, chat rooms or other similar entities is strictly prohibited and will result in cancellation of your account and forfeiture of any funds that may be due You. ApproveCash.com may deem Your promotional activities inappropriate and a material breach of the APA based upon the foregoing, and/or on reasonable Internet business standards as they may evolve. If You are in breach of this Section 5, ApproveCash.com can, at its sole discretion, provide You with notice and the opportunity to cure, or ApproveCash.com can terminate your Affiliate account without compensation.

6. APPROVEMAIL'S PROPRIETARY RIGHTS, TRADEMARKS, AND COPYRIGHTS
You acknowledge and agree that the ACAP and any necessary software used in connection with the ACAP ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part. The trademarks, logos, and service marks displayed on the Site and used in connection with the Services are the registered and unregistered trademarks and service marks of ApproveCash .com and ApproveMail.com.

7. INDEMNITY
You agree to indemnify, defend and hold ApproveCash.com, ApproveMail.com and its parent company system9, LLC, its owners, affiliates, advertisers and sponsors, partners, employees, consultants, agents and other representatives, harmless from and against any and all claims, damages, losses, costs (including attorneys' fees) and other expenses that arise directly or indirectly out of or from your breach of the APA, including any violation of AFFILIATE CONDUCT (Section 5) or your activities in connection with the APA.

8. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE APA IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. APPROVECASH AND ITS AFFILIATES, ADVERTISERS, SPONSORS AND AGENTS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM APPROVEMAIL OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE APA.

9. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT NEITHER APPROVECASH NOR ANY OF OUR OWNERS, AFFILIATES, ADVERTISERS OR SPONSORS, NOR OUR PARTNERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, SHALL BE RESPONSIBLE OR LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF APPROVECASH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE PROGRAM (II) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE PROGRAM; OR (III) ANY OTHER MATTER RELATING TO THE PROGRAM.

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