GBE AFFILIATE PROGRAM

Last modified: March 27, 2009

This Agreement is between United States Chart Company and the entity you enroll with as an affiliate of United States Chart Company, whether it be you as an individual or some other entity.

1) Term of the Agreement: 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 we 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 referral fees on sales occurring during the term.

2) 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 ACCEPTANCE OF THE CHANGE.

3) 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 to this Agreement.

4) 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 OTHER THAN AS SET FORTH IN THIS AGREEMENT.

5) SPAM: United States Chart Company has a zero tolerance policy for SPAM.  Any Affiliate accused of SPAMMING will be immediately suspended while United States Chart Company, in their sole discretion, determines the validity of the SPAM complaint. Valid SPAM complaints will result in the immediate termination of your account and forfeiture of any commissions owed you.

More specifically, we do NOT allow any sending of bulk email or "spam" to promote our products -- no exceptions. We do NOT allow our affiliates to rent "opt in" lists to promote our products. The only email advertising we allow is the following:

a. You can use one of your own email signature ads for your email client, so that any email you send will automatically promote the product for you. However, you cannot send out spam or junk email for something else and include the email signature ad. If our products are promoted in any way, shape, or form via spam (junk email) we will have no choice but to terminate you from our program.

b. If you already have an existing ezine (email newsletter), you can certainly use a pre-written ezine ad or article, or write and send an endorsement of your own to your subscribers. An ezine is NOT a list of names you bought or were promised to be "opt in". An ezine is one that was built one subscriber at a time with a website that promoted the newsletter and people individually took action to subscribe to it.

6) Affiliate Advertising & Promotional Policy: All affiliates must not create or distribute any marketing materials that are non compliant with any law, rule or regulation including without limitation those of the SEC, NASD, FTC, CFTC or NFA, in any format including email, print advertising, brochures, magazines that promote our products or carries our company name. It is your responsibility to know what is allowed, and not use 'hype' or other misleading promotions in your marketing of our company products.

Any violation of these terms and conditions will result in the termination of our affiliate relationship.

7) Miscellaneous: This Agreement will be governed by the laws of the United States and the State of Illinois, 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 Chicago, Illinois, 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 or any other provision of this Agreement.

8) Commissions: Commission checks will be paid on or near first Tuesday following the 15th of the month for the previous month to all affiliates that earned $100 or more during the previous month. Commissions earned by affiliates totaling $99.99 or lower will be rolled over into the next month and all subsequent months until Affiliate earns at least $100.

A commission will only be credited to an affiliate after the customer has made full payment to company. If a customer later requests a refund or a chargeback is issued by the credit card holder whose credit card was used to pay for that customer's account, any commissions that were credited to the affiliate will be deducted from the next monthly payment.  If there is no next monthly payment, the affiliate will be billed and hereby agrees to be bound by law to reimburse Company in full for any such commissions.

Referral Commissions and Payments Procedures: The amount of referral commissions due to affiliates will be as follows:

It can take one full business day before sales are posted within our online reporting system.

For a sale of one of our products, which we make as a result of a direct referral by an affiliate, that affiliate will receive a commission fee of 30% of the selling price of the service or product sold. This is known as a referral commission. We will continue to pay such referral commission to such affiliate for all future sales to the same customer for a period of 2 years from the date of the first sale.

United States Chart Company, Inc. reserves the right to reject Affiliates whose business or site relates to the following subject matter: pornography or SPAM software.