THE AGREEMENT: This Affiliate Agreement (hereinafter called the "Agreement") is  provided by the following organization, hereinafter referred to as "Company": A20  Connect Inc. Our primary website is located at the address listed above. The Agreement  is a legal document between you and the Company that describes the affiliate  relationship we are entering into. This Agreement covers your responsibilities as an  affiliate and our responsibilities to you. Please ensure you read and understand the  entirety of this document, as well as have a lawyer's assistance if you desire, because  each of the terms of this Agreement are important to our working relationship. 

1) DEFINITIONS 

The parties referred to in this Agreement shall be defined as follows: 

a) Company, Us, We: As we describe above, we'll be referred to as the Company.  Us, we, our, ours and other first-person pronouns will also refer to the Company, as  well as all employees or legal agents of the Company. 

b) You, the Affiliate: You will be referred to as the "Affiliate." You'll also be referred  to throughout this Agreement with second-person pronouns such as You, Your, or  Yours. 

c) Parties: Collectively, the parties to this Agreement (the Company and You) will be  referred to as "Parties" or individually as "Party." 

d) Affiliate Program: The program we've set up for our affiliates as described in this  Agreement. 

e) Affiliate Application: The fully completed form which must be provided to us for  consideration of your inclusion in the Affiliate Program. 

f) Website: The primary website we've noted above will be referred to as Website. 

2) ASSENT & ACCEPTANCE 

By submitting an application to our Affiliate Program, you warrant that you have read  and reviewed this Agreement and that you agree to be bound by it. If you do not agree  to be bound by this Agreement, please leave the website immediately and do not submit  an application to our Affiliate Program. This Agreement specifically incorporates by 

reference any Terms of Conditions, Privacy Policies, End-User License Agreements, or  other legal documents which we may have on our website. 

3) AGE RESTRICTION 

You must be at least 18 (eighteen) years of age to join our Affiliate Program or use this  Website. By submitting an application to our Affiliate Program, you represent and  warrant that you are at least 18 years of age and may legally agree to this Agreement.  The Company assumes no responsibility or liability for any misrepresentation of your  age. 

4) PROGRAM SIGN-UP 

In order to sign up for our Affiliate Program, you will first be asked to submit an Affiliate  Application to join. The Affiliate Application may be found at the following website:  https://a20connect.com/affiliates. 

Submitting an Affiliate Application does not guarantee inclusion in the Affiliate Program.  We evaluate each and every application and are the sole and exclusive decision-makers  on Affiliate acceptance. If we choose not to allow your inclusion in the Affiliate Program,  we will attempt to notify you in a reasonable manner. If you do not hear from us within a  reasonable time frame, please consider your application rejected. We are not obligated  to provide you any explanation for your rejection, but please be advised we may reject  applicants for any reason or manner, including but not limited to a website or social  media page which violates our Acceptable Use Policy. 

If your Affiliate Application is rejected, you may not reapply. If your Affiliate Application is  accepted, each of the terms and conditions in this Agreement applies to your  participation. We may also ask for additional information to complete your Affiliate  Application or for you to undertake additional steps to ensure eligibility in the Affiliate  Program. 

5) NON-EXCLUSIVITY 

This Agreement does not create an exclusive relationship between you and us. You are  free to work with similar affiliate program providers in any category. This agreement  imposes no restrictions on us to work with any individual or company we may choose. 

6) AFFILIATE PROGRAM 

After your acceptance in the Affiliate Program, you must ensure your account is set up  thoroughly, including specific payout information and location (such as a bank or online  account which we may use to post payment).

Please be advised the below is a general description of the Affiliate Program.  Everything contained in this subsection is subject to the specific terms and  conditions throughout the rest of this Agreement. 

We will provide you with a specific link or links which correspond to certain products we  are offering for sale (collectively, the "Link"). The Link will be keyed to your identity and  will send online users to the Company's website or websites. You hereby agree to fully  

cooperate with us regarding the Link and that you will explicitly comply with all of the  terms of this Agreement for the promotion of the Link at all times. We may modify the  specific link or links and will notify you if we do so. You agree to only use links which are  prior approved by us and to display the Link prominently on your website or social media  page, as described in your Affiliate Application (collectively, the "Affiliate Site"). 

Each time a user clicks through the Link posted on the Affiliate Site and completes the  sale of the product or service and we determine it is a Qualified Purchase, as described  below, you will be eligible to receive the following percentage of the sale: 20% (twenty  percent) for the life of the client on associated sales, from the date of the completion of the sale. 

7) SPECIFIC TERMS APPLICABLE 

We will determine whether payout is permissible in our sole and exclusive discretion. We  reserve the right to reject clicks and/or sales that do not comply with the terms of this  Agreement. 

Processing and fulfillment of orders will be our responsibility. We will also provide real time data regarding your account with us through the portal on which you log into the  website. 

As described above, in order to be eligible for payout, user purchases must be "Qualified  Purchases." Qualified Purchases: 

a) Must not be referred by any other partner or affiliate links of the Company (in  other words, Qualified Purchases are only available through your specific Affiliate  Link; 

b) May not be purchased by an already-existing partner or affiliate of the Company; c) May not be purchased prior to the Affiliate joining the Affiliate Program; d) May only be purchased through a properly-tracking Affiliate Link; 

e) May not be purchased by a customer in violation of any of our legal terms or  Acceptable Use Policy; 

f) May not be fraudulent in any way, in the Company's sole and exclusive discretion;

g) May not have been induced by the Affiliate offering the customer any coupons or  discounts; 

8) PAYOUT INFORMATION 

Payouts will only be available when the Company has your current address information  as well as accounting and tax documentation. You will be asked to submit a W8/W9 tax  form. Accounting information may include the routing and account number of a bank  where you wish to post a direct deposit or may include an email address for an online  method of payment. 

Currently, the Company employs the following methods of payout: 

EFT, ACH, Stripe, Paypal, Check, Automated Platform 

For any changes in your address or accounting information, you must notify us  immediately and we will endeavor to make the changes to your payout information as  soon as possible. 

Payouts will be available the month or period after they accrue. For example, if payouts  are made every 15 days, an entire 15 day period must finish for the payout of that period  to be available in the following period. 

We explicitly reserve the right to change payout information in our sole and exclusive  discretion. If we do so, you will be notified. 

For any disputes as to payout, the Company must be notified within thirty days of your  receipt of the payout. We will review each dispute notification as well as the underlying  payout transaction to which it is related. Disputes filed after thirty days of payout will not  be addressed. 

9) REPORTS 

You may log into your account with us to review reports related to your affiliation, such  as payout reports and Qualified Click and/or Purchase information. Please be advised  however, that not all listed qualifying clicks and/or purchases have been fully reviewed  for accuracy in the reports viewable by you in real-time and therefore may be subject to change prior to payout. 

10) TERM, TERMINATION & SUSPENSION 

The term of this Agreement will begin when we accept you into the Affiliate Program. It  can be terminated by either Party at any time with or without cause.

You may only earn payouts as long as you are an Affiliate in good standing during the  term. If you terminate this Agreement with us, you will qualify to receive payouts earned  prior to the date of termination. 

If you fail to follow the terms of this Agreement or any other legal terms we have posted  anywhere on our website or websites, you forfeit all rights, including the right to any  unclaimed payout. 

We specifically reserve the right to terminate this Agreement if you violate any of the  terms outlined herein, including, but not limited to, violating the intellectual property  rights of the Company or a third party, failing to comply with applicable laws or other  legal obligations, and/or publishing or distributing illegal material. 

At the termination of this Agreement, any provisions that would be expected to survive  termination by their nature shall remain in full force and effect. 

11) INTELLECTUAL PROPERTY 

You agree that the intellectual property owned by the Company includes all copyrights,  trademarks, trade secrets, patents, and other intellectual property belonging to the  Company ("Company IP"). 

Subject to the limitations listed below, we hereby grant you a non-exclusive, non transferable, revocable license to access our websites in conjunction with the Affiliate  Program and use the Company IP solely and exclusively in conjunction with identifying  our company and brand on the Affiliate Site to send customers to the Affiliate links we  provide. You may not modify the Company IP in any way and you are only permitted to  use the Company IP if you are an Affiliate in good standing with us. 

We may revoke this license at any time and if we find that you are using the Company IP  in any manner not contemplated by this Agreement, we reserve the right to terminate  this Agreement. 

Other than as provided herein, you are not permitted to use any of the Company IP or  any confusingly similar variation of the Company IP without our express prior written  permission. This includes a restriction on using the Company IP in any domain or  website name, in any keywords or advertising, in any metatags or code, or in any way  that is likely to cause consumer confusion. 

Please be advised that your unauthorized use of any Company IP shall constitute  unlawful infringement and we reserve all of our rights, including the right to pursue an  infringement suit against you in federal court. You may be obligated to pay monetary  damages or legal fees and costs. 

You hereby provide us a non-exclusive license to use your name, trademarks and  servicemarks if applicable and other business intellectual property to advertise our  Affiliate Program.

12) MODIFICATION & VARIATION 

The Company may, from time to time and at any time, modify this Agreement. You  agree that the Company has the right to modify this Agreement or revise anything  contained herein. You further agree that all modifications to this Agreement are in full  force and effect immediately upon posting on the Website and that modifications or  variations will replace any prior version of this Agreement, unless prior versions are  specifically referred to or incorporated into the latest modification or variation of this  Agreement. If we update or replace the terms of this Agreement, we will let you know via  electronic means, which may include an email. If you don't agree to the update or  replacement, you can choose to terminate this Agreement as described below. 

a) To the extent any part or subpart of this Agreement is held ineffective or invalid  by any court of law, you agree that the prior, effective version of this Agreement  shall be considered enforceable and valid to the fullest extent. 

b) You agree to routinely monitor this Agreement and refer to the Effective Date  posted at the top of this Agreement to note modifications or variations. You further  agree to clear your cache when doing so to avoid accessing a prior version of this  Agreement. 

13) RELATIONSHIP OF THE PARTIES 

Nothing contained within this Agreement shall be construed to form any partnership,  joint venture, agency, franchise, or employment relationship. You are an independent  contractor of the Company and will remain so at all times. 

14) ACCEPTABLE USE 

You agree not to use the Affiliate Program or our Company for any unlawful purpose or  any purpose prohibited under this clause. You agree not to use the Affiliate Program in  any way that could damage our websites, products, services, or the general business of  the Company. 

a) You further agree not to use the Affiliate Program: 

I) To harass, abuse, or threaten others or otherwise violate any person's legal rights; II) To violate any intellectual property rights of the Company or any third party; 

III) To upload or otherwise disseminate any computer viruses or other software that  may damage the property of another; 

IV) To perpetrate any fraud;

V) To engage in or create any unlawful gambling, sweepstakes, or pyramid scheme; VI) To publish or distribute any obscene or defamatory material; 

VII) To publish or distribute any material that incites violence, hate, or discrimination  towards any group; 

VIII) To unlawfully gather information about others. 

15) AFFILIATE OBLIGATIONS & FTC COMPLIANCE 

You are responsible for ensuring operation and maintenance of the Affiliate Site,  including technical operations, written claims, links, and accuracy of materials. You must  ensure, as noted above, that the Affiliate Site does not infringe upon the intellectual  property rights of any third party or otherwise violate any legal rights. 

We may monitor your account, as well as clicks and/or purchases coming through your  account. If we determine you are not in compliance with any of the terms of this  Agreement, we have the right to immediately terminate your participation in the Affiliate  Program. 

We require all of our Affiliates to comply with all applicable statutes, regulations, and  guidelines set by the federal government, through the Federal Trade Commission, as  well as state and local governments as mandated. The Federal Trade Commission  requires that affiliate relationships, such as the relationship between you and the  Company, be disclosed to consumers. 

We recommend that you seek independent legal counsel to advise you of our  obligations to disclose in this manner. 

You are required to post a conspicuous notice on your website regarding the Affiliate  Program. The notice does not have to contain the precise words as the example given  below, but should be similar: 

We engage in affiliate marketing whereby we receive funds through clicks to our affiliate  program through this website or we receive funds through the sale of goods or services  on or through this website. We may also accept advertising and sponsorships from  commercial businesses or receive other forms of advertising compensation. This  disclosure is intended to comply with the US Federal Trade Commission Rules on  marketing and advertising, as well as any other legal requirements which may apply. 

We also require you to comply with any and all applicable data privacy and security laws  and regulations, including all of those which may impact your country of residence or  your visitors. Such regulations include, but are not limited to, any applicable laws in the  United States or the General Data Protection Regulation of the European Union. We  also require that you implement adequate organizational and technical measures to  ensure an appropriate level of security for the data that you process. Further, you hereby 

agree to comply with any requests which we may make to you regarding compliance  with the General Data Protection Regulation or requests which you may receive from  data subjects. 

If we find you are not in compliance with any of the requirements of this subpart, we may  terminate our relationship with you at our sole and exclusive discretion. 

16) REVERSE ENGINEERING & SECURITY 

You agree not to undertake any of the following actions: 

a) Reverse engineer, or attempt to reverse engineer or disassemble any code or  software from or on any of our websites or services; 

b) Violate the security of any of our websites or services through any unauthorized  access, circumvention of encryption or other security tools, data mining or  interference to any host, user or network. 

17) DATA LOSS 

The Company does not accept responsibility for the security of your account or content.  You agree that your participation in the Affiliate Program is at your own risk. 

18) INDEMNIFICATION 

You agree to defend and indemnify the Company and any of its agents (if applicable)  and hold us harmless against any and all legal claims and demands, including  reasonable attorney's fees, which may arise from or relate to your use or misuse of the  Affiliate Program, your breach of this Agreement, or your conduct or actions. You agree  that the Company shall be able to select its own legal counsel and may participate in its  own defense, if the Company wishes. 

19) SPAM POLICY 

You are strictly prohibited from using the Affiliate Program for illegal spam activities,  including gathering email addresses and personal information from others or sending  any mass commercial emails. 

20) ENTIRE AGREEMENT 

This Agreement constitutes the entire understanding between the Parties with respect to  the Affiliate Program. This Agreement supersedes and replaces all prior or  contemporaneous agreements or understandings, written or oral.

21) SERVICE INTERRUPTIONS 

The Company may need to interrupt your access to the Affiliate Program to perform  maintenance or emergency services on a scheduled or unscheduled basis. You agree  that your access may be affected by unanticipated or unscheduled downtime, for any  reason, but that the Company shall have no liability for any damage or loss caused as a  result of such downtime. 

22) NO WARRANTIES 

You agree that your use of the Affiliate Program is at your sole and exclusive risk and  that any services provided by us are on an "As Is" basis. The Company hereby  expressly disclaims any and all express or implied warranties of any kind, including, but  not limited to the implied warranty of fitness for a particular purpose and the implied  warranty of merchantability. The Company makes no warranties that the Affiliate  Program will meet your needs or that it will be uninterrupted, error-free, or secure. The  Company also makes no warranties as to the reliability or accuracy of any information.  You agree that any damage that may occur to you, through your computer system, or as  a result of loss of your data from your use of the Affiliate Program is your sole  responsibility and that the Company is not liable for any such damage or loss. 

23) LIMITATION ON LIABILITY 

The Company is not liable for any damages that may occur to you as a result of your  participation in the Affiliate Program, to the fullest extent permitted by law. The maximum  liability of the Company arising from or relating to this Agreement is limited to one  hundred ($100) US Dollars. This section applies to any and all claims by you, including,  but not limited to, lost profits or revenues, consequential or punitive damages,  negligence, strict liability, fraud, or torts of any kind. 

24) GENERAL PROVISIONS: 

A) LANGUAGE: All communications made or notices given pursuant to this  Agreement shall be in the English language. 

B) JURISDICTION, VENUE & CHOICE OF LAW: Through your participation in the  Affiliate Program, you agree that Michigan shall govern any matter or dispute  relating to or arising out of this Agreement, as well as any dispute of any kind that  may arise between you and the Company, with the exception of its conflict of law  provisions. In case any litigation specifically permitted under this Agreement is  initiated, the Parties agree to submit to the personal jurisdiction of the state and  federal courts of the following county: Wayne, Michigan. The Parties agree that this  choice of law, venue, and jurisdiction provision is not permissive, but rather 

mandatory in nature. You hereby waive the right to any objection of venue, including  assertion of the doctrine of forum non conveniens or similar doctrine. 

C) ARBITRATION: In case of a dispute between the Parties relating to or arising out  of this Agreement, the Parties shall first attempt to resolve the dispute personally  and in good faith. If these personal resolution attempts fail, the Parties shall then  submit the dispute to binding arbitration. The arbitration shall be conducted in the  following county: Wayne. The arbitration shall be conducted by a single arbitrator,  and such arbitrator shall have no authority to add Parties, vary the provisions of this  Agreement, award punitive damages, or certify a class. The arbitrator shall be  bound by applicable and governing Federal law as well as the law of Michigan. Each  Party shall pay their own costs and fees. Claims necessitating arbitration under this  section include, but are not limited to: contract claims, tort claims, claims based on  Federal and state law, and claims based on local laws, ordinances, statutes or  regulations. Intellectual property claims by the Company will not be subject to  arbitration and may, as an exception to this subpart, be litigated. The Parties, in  agreement with this subpart of this Agreement, waive any rights they may have to a  jury trial in regard to arbitral claims. 

D) ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be  assigned, sold, leased or otherwise transferred in whole or part by you. Should this  Agreement, or the rights granted hereunder, by assigned, sold, leased or otherwise  transferred by the Company, the rights and liabilities of the Company will bind and  inure to any assignees, administrators, successors, and executors. 

E) SEVERABILITY: If any part or subpart of this Agreement is held invalid or  unenforceable by a court of law or competent arbitrator, the remaining parts and  subparts will be enforced to the maximum extent possible. In such condition, the  remainder of this Agreement shall continue in full force. 

F) NO WAIVER: In the event that we fail to enforce any provision of this Agreement,  this shall not constitute a waiver of any future enforcement of that provision or of any  other provision. Waiver of any part or subpart of this Agreement will not constitute a  waiver of any other part or subpart. 

G) HEADINGS FOR CONVENIENCE ONLY: Headings of parts and subparts under  this Agreement are for convenience and organization, only. Headings shall not  affect the meaning of any provisions of this Agreement. 

H) FORCE MAJEURE: The Company is not liable for any failure to perform due to  causes beyond its reasonable control including, but not limited to, acts of God, acts  of civil authorities, acts of military authorities, riots, embargoes, acts of nature and  natural disasters, and other acts which may be due to unforeseen circumstances. 

I) ELECTRONIC COMMUNICATIONS PERMITTED: Electronic communications are  permitted to both Parties under this Agreement, including email or fax. For any  questions or concerns, please email us at the following address:  [email protected].