1) Term of the Agreements: The term of this Agreement will begin upon our acceptance of your Affiliate application and will end when terminated by either party. Either you or BPS Info Solutions, Inc. ("BPS") may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. You are only eligible to earn commissions on service sales occuring during the term.

2) Commissions: We will pay you commissions on certain service sales to third parties. For a service sales to be eligible to earn a comission, the customer must click-through a Special Link from your site to our site, signup for the service during a session, and continue beyond the trial period of the service. The session ends upon one of the following events: (a) 30 days elapse from the customer's initial click-through, (b) the customer signs up for the service, or (c) the customer follows a third party's Special Link. Commission amounts are paid for service fees collected from a customer. If a customer fails to pay their service fee, BPS is not liable to pay a commission to the affiliate for that time period. Direct customer referrals result in a 20% commission of the basic service fee for 12 months. You may also recruit other affiliates to the program for which you will receive additional commissions for their customer signups. Second tier (affiliates that you refer) customer signups will result in a 5% commission of the basic service fee for 24 months. Third tier (affiliates that your second tier refer) customer signups will result in a 2% commission of the basic service fee for 36 months. Fourth tier (affiliates that your third tier refer) customer signups will result in a 1% commission of the basic service fee for 48 months. All commission payments exclude the free 30 day trial that the customer receives.

3) Ineligible Commissions: You are not eligible to receive commissions on UltraCart stores that you participate in the operation of, customers that were recruited with SPAM (Unsolicited Commercial Email), or customers that you have already received commissions on. If you signup for more than one affiliate account and attempt to be a downline affliate of yourself, you will forfeit all future commissions, have your account terminated, and will be banned from ever participating in the UltraCart affiliate program.

4) Tax Liabilities: You understand that commissions that you are paid will have no taxes withheld from them for any jurisdiction. Individuals in the United States will receive an IRS Form 1099-MISC for the commissions they received. If your register with false information, you will forfeit all future commissions, have your account terminated, and will be banned from ever participating in the UltraCart affiliate program. BPS will comply with all information requests from the IRS or other tax authorities.

5) Modification: We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion, by posting a change notice or a new agreement on this site. Modifications may include, for example, changes in the scope of available referral fees, fee schedules, payment procedures and Program rules. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING ACCEPTABLE OF THE CHANGE.

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 fees paid or payable to you under Agreement.

7) 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 OR OPERATE WEB SITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE OR STATEMENT OTEHR THAN AS SET FORTH IN THIS AGREEMENT.

8) Miscellaneous: This Agreement will be governed by the laws of the United States and the State of Georgia, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in federal or state courts located in Tucker, Georgia, 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 be 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 provision of any other provision of this Agreement.